Common use of Purchase Price Reset Provision Clause in Contracts

Purchase Price Reset Provision. In the event that prior to the expiration of this Warrant the Company sells publicly or privately (i) shares of its Common Stock, (ii) securities convertible into shares of its Common Stock, or (iii) options or warrants to purchase shares of its Common Stock or securities convertible into shares of its Common Stock at a sale, conversion or exercise price per share (the "Issue Price"), as the case may be, less than the Purchase Price then in effect, the Purchase Price shall be reset to the Issue Price and the number of shares purchasable pursuant to this Warrant shall be increased pro rata to the percentage reduction in the Purchase Price, provided, however, that the reset provision shall not apply to (x) any shares issued upon exercise or conversion of any currently outstanding options, warrants or convertible securities, or (y) any Common Stock options or warrants issuable pursuant to an existing employee stock option plan or other existing compensation arrangement or any underlying Common Stock issued on the exercise thereof, but not pursuant to any amendment relating thereto to the extent such amendment increases the number of shares issuable under such plan or arrangement. The Issue Price shall be calculated taking into account the amount paid for the issuance of such Common Stock, option or warrant or convertible security and the amount, if any, payable upon the exercise or conversion thereof. Notwithstanding the foregoing, no adjustment shall be made to the exercise price of the Warrants to the extent such adjustment would cause the number of shares purchasable pursuant to this Warrant, when aggregated with other issuances of securities of the Company required to be aggregated in accordance with the Nasdaq Marketplace Rules and interpretations thereunder, to exceed nineteen and nine-tenths percent (19.9%) of the Common Stock of the Company outstanding on the date hereof or the date of the initial issuance under a prior offering, if such prior offering would be aggregated pursuant to such Rules and interpretations with the shares purchasable pursuant to this Warrant.

Purchase Price Reset Provision. In the event that prior to the expiration of this Warrant the Company issues and sells publicly or privately (i) shares of its Common Stock, (ii) securities convertible into shares of its Common StockStock at a conversion price per share, or (iii) options or warrants to purchase shares of its Common Stock or securities convertible into shares of its Common Stock at a sale, conversion or exercise price per share share, or (iv) issuance of shares to employees or independent contractors as compensation for services rendered (the "“Issue Price"”), as the case may be, less than the Purchase Exercise Price then in effect, the Purchase Exercise Price shall be reset to the Issue Price and the number of shares purchasable pursuant to this Warrant shall be increased pro rata to the percentage reduction in the Purchase Exercise Price, provided, however, that (i) the reset provision shall not apply to (xA) any shares issued upon the exercise or conversion of any currently outstanding options, warrants warrants, or convertible securities, (B) Common Stock issued as a stock dividend payable in shares of Common Stock, (C) Common Stock issued upon a subdivision of the outstanding shares of Common Stock into a greater number of shares of Common Stock (by stock split, reclassification or otherwise) or (yD) any Common Stock options or warrants or stock issuable pursuant to an existing employee stock option plan or other existing compensation or other contract or arrangement or any underlying Common Stock issued on the exercise thereof, but not pursuant to any amendment relating thereto to the extent such amendment increases increase the number of shares issuable under such plan or arrangement, and (ii) upon the expiration of any such options or rights or the termination of any such rights to convert or exchange such convertible or exchangeable securities, the Exercise Price and the number of shares purchaseable pursuant to this Warrant shall be automatically readjusted to the Exercise Price and number of shares that would have been obtained had such options, rights or convertible or exchangeable securities not been issued. The Issue Price shall be calculated taking into account the amount paid for the issuance of such Common Stock, option or warrant or convertible security and the amount, if any, payable upon the exercise or conversion thereof. Notwithstanding the foregoing, no adjustment shall be made to the exercise price of the Warrants to the extent such adjustment would cause the number of shares purchasable pursuant to this Warrant, when aggregated with other issuances of securities of the Company required to be aggregated in accordance with the Nasdaq Marketplace Rules and interpretations thereunder, to exceed nineteen and nine-tenths percent (19.9%) of the Common Stock of the Company outstanding on the date hereof or the date of the initial issuance under a prior offering, if such prior offering would be aggregated pursuant to such Rules and interpretations with the shares purchasable pursuant to this Warrant4.

Purchase Price Reset Provision. In the event that prior to the expiration of this Warrant the Company sells publicly or privately privately, other than pursuant to the Investment Agreement between the Company, the Holder, Gxxxxxx Xxxxxxxxx, Jxxxx Xxxxxxxxxx and Hxxxx Xxxxxxxx dated May , 2003, (i) shares of its Common Stock, (ii) securities convertible into shares of its Common Stock, or (iii) options or warrants to purchase shares of its Common Stock or securities convertible into shares of its Common Stock at a sale, conversion or exercise price per share (the "“Issue Price"”), as the case may be, less than the Purchase Price then in effect, the Purchase Price shall be reset to the Issue Price and the number of shares purchasable pursuant to this Warrant shall be increased pro rata to the percentage reduction in the Purchase Price, provided, however, that the reset provision shall not apply to (xi) any shares issued upon exercise or conversion of any currently outstanding options, warrants or convertible securities, or (yii) any Common Stock options or warrants issuable pursuant to an existing employee stock option plan or other existing compensation arrangement or any underlying Common Stock issued on the exercise thereof, but not pursuant to any amendment relating thereto to the extent such amendment increases the number of shares issuable under such plan or arrangement. The Issue Price shall be calculated taking into account the amount paid for the issuance of such Common Stock, option or warrant or convertible security and the amount, if any, payable upon the exercise or conversion thereof. Notwithstanding the foregoing, no adjustment shall be made to the exercise price of the Warrants to the extent such adjustment would cause the number of shares purchasable pursuant to this Warrant, when aggregated with other issuances of securities of the Company required to be aggregated in accordance with the Nasdaq Marketplace Rules and interpretations thereunder, to exceed nineteen and nine-tenths percent (19.9%) of the Common Stock of the Company outstanding on the date hereof or the date of the initial issuance under a prior offering, if such prior offering would be aggregated pursuant to such Rules and interpretations with the shares purchasable pursuant to this Warrant.

Purchase Price Reset Provision. In the event that prior to the expiration of this Warrant the Company sells publicly or privately privately, other than pursuant to the Investment Agreement between the Company, the Holder, Xxxxxxx Xxxxxxxxx, Xxxxx Xxxxxxxxxx and Xxxxx Xxxxxxxx dated May , 2003, (i) shares of its Common Stock, (ii) securities convertible into shares of its Common Stock, or (iii) options or warrants to purchase shares of its Common Stock or securities convertible into shares of its Common Stock at a sale, conversion or exercise price per share (the "“Issue Price"”), as the case may be, less than the Purchase Price then in effect, the Purchase Price shall be reset to the Issue Price and the number of shares purchasable pursuant to this Warrant shall be increased pro rata to the percentage reduction in the Purchase Price, provided, however, that the reset provision shall not apply to (xi) any shares issued upon exercise or conversion of any currently outstanding options, warrants or convertible securities, or (yii) any Common Stock options or warrants issuable pursuant to an existing employee stock option plan or other existing compensation arrangement or any underlying Common Stock issued on the exercise thereof, but not pursuant to any amendment relating thereto to the extent such amendment increases the number of shares issuable under such plan or arrangement. The Issue Price shall be calculated taking into account the amount paid for the issuance of such Common Stock, option or warrant or convertible security and the amount, if any, payable upon the exercise or conversion thereof. Notwithstanding the foregoing, no adjustment shall be made to the exercise price of the Warrants to the extent such adjustment would cause the number of shares purchasable pursuant to this Warrant, when aggregated with other issuances of securities of the Company required to be aggregated in accordance with the Nasdaq Marketplace Rules and interpretations thereunder, to exceed nineteen and nine-tenths percent (19.9%) of the Common Stock of the Company outstanding on the date hereof or the date of the initial issuance under a prior offering, if such prior offering would be aggregated pursuant to such Rules and interpretations with the shares purchasable pursuant to this Warrant.