Common use of Replacement of Securities upon Reorganization, etc Clause in Contracts

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 33 contracts

Samples: Registration Rights Agreement (Andina Acquisition Corp), Registration Rights Agreement (Andina Acquisition Corp), Registration Rights Agreement (Collabrium Japan Acquisition Corp)

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Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation or other entity (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 31 contracts

Samples: Placement Agency Agreement (Hancock Jaffe Laboratories, Inc.), Common Stock Purchase Warrant (Muscle Maker, Inc.), Common Stock Purchase Warrant (Acurx Pharmaceuticals, LLC)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation company and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 24 contracts

Samples: Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Wearable Devices Ltd.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option (and without duplication, obtainable upon exercise of the underlying Warrants Warrants) immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 13 contracts

Samples: Underwriting Agreement (Selway Capital Acquisition Corp.), Underwriting Agreement (Selway Capital Acquisition Corp.), Underwriting Agreement (Selway Capital Acquisition Corp.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.1, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 13 contracts

Samples: Huiheng Medical, Inc., Huiheng Medical, Inc., Gurunet Corp

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger reorganization or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 13 contracts

Samples: S Warrant Agreement (Healthcare Triangle, Inc.), Underwriting Agreement (Healthcare Triangle, Inc.), Underwriting Agreement (Healthcare Triangle, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 12 contracts

Samples: Underwriting Agreement (WhiteSmoke, Inc.), Underwriting Agreement (On Track Innovations LTD), Underwriting Agreement (Kingold Jewelry, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 12 contracts

Samples: Global Telecommunication Solutions Inc, Parkervision Inc, Software Publishing Corp Holdings Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 11 contracts

Samples: S Warrant Agreement (Advaxis, Inc.), Semler Scientific, Inc., Akers Biosciences Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or a change that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive such reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 11 contracts

Samples: Common Stock Purchase Warrant (ADiTx Therapeutics, Inc.), Warrant Agreement (Jerash Holdings (US), Inc.), Warrant Agreement (Jerash Holdings (US), Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 11 contracts

Samples: GEF Acquisition Corp, GEF Acquisition Corp, Nagao Group Holdings LTD

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 7 contracts

Samples: SMG Indium Resources Ltd., SMG Indium Resources Ltd., SMG Indium Resources Ltd.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 7 contracts

Samples: Underwriting Agreement (AIM ImmunoTech Inc.), Common Stock Purchase Warrant (ShiftPixy, Inc.), Common Stock Purchase Warrant (ShiftPixy, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 7 contracts

Samples: I-Am CAPITAL ACQUISITION Co, Nautilus Marine Acquisition Corp, Stellar Acquisition III Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 6 contracts

Samples: Underwriting Agreement (Ventrus Biosciences Inc), Underwriting Agreement (Cutanea Life Sciences Inc), Underwriting Agreement (Ventrus Biosciences Inc)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of the Company’s common stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of the Company’s common stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of the Company’s common stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of the Company’s common stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 6 contracts

Samples: Underwriting Agreement (Biocept Inc), Microlin Bio, Inc., Ruthigen, Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 6 contracts

Samples: Australia Acquisition Corp, S.E. Asia Emerging Market Company., LTD, Chardan 2008 China Acquisition Corp.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a merger or consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder (as adjusted pursuant to this Section 6.1.3) immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 6 contracts

Samples: Underwriting Agreement (Silo Pharma, Inc.), Underwriting Agreement (Silo Pharma, Inc.), Common Stock Purchase Warrant (Silo Pharma, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Common Shares other than a change covered by Section 6.1.1 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Ordinary Common Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Common Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Common Shares covered by Section 6.1.1 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 6 contracts

Samples: FMG Acquisition Corp, International Brands Management Group LTD, FMG Acquisition Corp

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of the Company’s common stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of the Company’s common stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of the Company Company’s common stock obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of the Company’s common stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 5 contracts

Samples: Underwriting Agreement (Intellicheck Mobilisa, Inc.), Underwriting Agreement (Intellicheck Mobilisa, Inc.), Underwriting Agreement (Sorrento Therapeutics, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 Sections 5.1.1 or 6.1.2 5.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 Sections 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3 and this Section 6.1.35.1.4. The provisions of this Section 6.1.3 5.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 5 contracts

Samples: Security Agreement (Long Blockchain Corp.), Court Cavendish LTD, Long Island Iced Tea Corp.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Rights and Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 5 contracts

Samples: Registration Rights Agreement (CB Pharma Acquisition Corp.), Registration Rights Agreement (CB Pharma Acquisition Corp.), Registration Rights Agreement (Bison Capital Acquisition Corp.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 6.1.1, 6.1.2 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 5 contracts

Samples: Advanced Technology Acquisition Corp., Apex Bioventures Acquisition Corp, Advanced Technology Acquisition Corp.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales sales, or other transfers.

Appears in 5 contracts

Samples: Underwriting Agreement (CW Petroleum Corp), Underwriting Agreement (CW Petroleum Corp), Underwriting Agreement (CW Petroleum Corp)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Ordinary Shares of the Company obtainable issuable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 5 contracts

Samples: Underwriting Agreement (Longeveron LLC), Common Stock Purchase Warrant (Longeveron Inc.), Underwriting Agreement (Longeveron Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Ordinary Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 5 contracts

Samples: Underwriting Agreement (T20 Holdings Pte. Ltd.), Underwriting Agreement (T20 Holdings Ltd.), Underwriting Agreement (T20 Holdings Ltd.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 4 contracts

Samples: Manhattan Bridge Capital, Inc, Manhattan Bridge Capital, Inc, Manhattan Bridge Capital, Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesthe Common Stock, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 4 contracts

Samples: Common Stock Purchase Warrant (Odyssey Group International, Inc.), Underwriting Agreement (Obalon Therapeutics Inc), Underwriting Agreement (Obalon Therapeutics Inc)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 4 contracts

Samples: Underwriting Agreement (Scopus BioPharma Inc.), Share Purchase (Scopus BioPharma Inc.), Share Purchase (AeroClean Technologies, LLC)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares, or in the case of any merger share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary the Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 4 contracts

Samples: Underwriting Agreement (Mangoceuticals, Inc.), Common Stock Purchase Warrant (Mangoceuticals, Inc.), Common Stock Purchase Warrant (Mangoceuticals, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 4 contracts

Samples: Purchase Option Agreement (Rosetta Genomics Ltd.), Purchase Option Agreement (Rosetta Genomics Ltd.), Purchase Option Agreement (Rosetta Genomics Ltd.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an in its entirety or substantially as an in its entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 4 contracts

Samples: Asia Special Situation Acquisition Corp, Asia Special Situation Acquisition Corp, Asia Special Situation Acquisition Corp

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.1 and 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (Autonomix Medical, Inc.), Mivium, Inc., IntelGenx Technologies Corp.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or merger, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or mergers, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Underwriting Agreement (YayYo, Inc.), Underwriting Agreement (SeqLL, Inc.), Underwriting Agreement (Guardion Health Sciences, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares Units (or Component Securities) other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary SharesUnits (or Component Securities), or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary SharesUnits (or Component Securities)), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares Units (or Component Securities) of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares Units (or Component Securities) covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (Eastside Distilling, Inc.), Common Stock Purchase Warrant (Eastside Distilling, Inc.), Common Stock Purchase Warrant (Eastside Distilling, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate applicable Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Underwriting Agreement (Mapi - Pharma LTD), Underwriting Agreement (Alcobra Ltd.), Alcobra Ltd.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of the Company Common Stock obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares the number of shares of Common Stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: S Warrant Agreement (SONDORS Inc.), S Warrant Agreement (SONDORS Inc.), Warrant Agreement (NutriBand Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Agreement to Buyout and Release (Kingsway Financial Services Inc), Performance Shares Grant Agreement (1347 Property Insurance Holdings, Inc.), 1347 Property Insurance Holdings, Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, Share or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Infinity Cross Border Acquisition Corp, Infinity Cross Border Acquisition Corp, Infinity Cross Border Acquisition Corp

Replacement of Securities upon Reorganization, etc. In Subject to the provisions of Section 6.3 below, in case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Underwriting Agreement (BioRestorative Therapies, Inc.), Underwriting Agreement (BioRestorative Therapies, Inc.), Underwriting Agreement (BioRestorative Therapies, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares (other than a change covered by Section 6.1.1 4.1 or 6.1.2 4.2 hereof or that solely affects the par value of such Ordinary Shares), or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the assets or other property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Registered Holders shall thereafter have the right thereafter (until to purchase and receive, upon the expiration basis and upon the terms and conditions specified in the Warrants and in lieu of the right Ordinary Shares of exercise of this Purchase Option) to receive the Company immediately theretofore purchasable and receivable upon the exercise hereof, for of the same aggregate Exercise Price payable hereunder immediately prior to such eventrights represented thereby, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Registered Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 Sections 4.1 or 6.1.24.2, then such adjustment shall be made pursuant to Sections 6.1.14.1, 6.1.2 4.2, 4.3 and this Section 6.1.34.4. The provisions of this Section 6.1.3 4.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Warrant Agreement (Cazador Acquisition Corp Ltd.), Warrant Agreement (Cazador Acquisition Corp Ltd.), Warrant Agreement (Cazador Acquisition Corp Ltd.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Company Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such the Company Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Company Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares ordinary share of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary the number of Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Underwriting Agreement (Sentage Holdings Inc.), Underwriting Agreement (Goxus, Inc), Underwriting Agreement (Sentage Holdings Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an in its entirety or substantially as an in its entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (ShiftPixy, Inc.), Common Stock Purchase Warrant (American Battery Metals Corp), IM Cannabis Corp.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Distoken Acquisition Corp, Distoken Acquisition Corp, Distoken Acquisition Corp

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares or a variation of share capital of the Company, other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Underwriting Agreement (Glucose Health, Inc.), Onfolio Holdings, Inc, Castellum, Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Ordinary Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: GoodFaith Technology Inc., Medlab Clinical Ltd., Medlab Clinical Ltd.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Common Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Common Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Common Share Purchase Warrant (XORTX Therapeutics Inc.), S Warrant Agreement (XORTX Therapeutics Inc.), XORTX Therapeutics Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 3 contracts

Samples: Underwriting Agreement (Acasti Pharma Inc.), Underwriting Agreement (Acasti Pharma Inc.), Common Share Purchase Warrant (Acasti Pharma Inc.)

Replacement of Securities upon Reorganization, etc. In the case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section Sections 6.1.1 above or 6.1.2 hereof or a change that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2above, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.1 above and this Section 6.1.36.1.2. The provisions of this Section 6.1.3 6.1.2 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers. Notwithstanding anything to the contrary in this Purchase Option, in the event of (i) an all cash transaction where the Company is not the survivor (the “Successor Entity”), (ii) a “Rule 13e-3 transaction” as defined in Rule 13e-3 under the Exchange Act where the Company is not the Successor Entity, or (iii) a transaction involving a person or entity not traded on a national securities exchange, including, but not limited to, The Nasdaq Global Select Market, The Nasdaq Global Market, or The Nasdaq Capital Market where the Company is not the Successor Entity (collectively, a “Fundamental Transaction”), such Successor Entity shall, at the option of the Holder, exercisable at any time concurrently with, or within 30 days after, the consummation of the Fundamental Transaction, purchase this Purchase Option from the Holder by paying to the Holder an amount of cash equal to the Black Scholes Value (as defined below) of the remaining unexercised portion of this Purchase Option on the date of the consummation of such Fundamental Transaction.

Appears in 2 contracts

Samples: Underwriting Agreement (D. Medical Industries Ltd.), D. Medical Industries Ltd.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 7.1.1 or 6.1.2 Section 7.1.2 hereof or that solely affects the par nominal value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 7.1.1 or 6.1.2Section 7.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Section 7.1.1, 6.1.2 Section 7.1.2 and this Section 6.1.37.1.3. The provisions of this Section 6.1.3 7.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Underwriting Agreement (Check-Cap LTD), Underwriting Agreement (Check-Cap LTD)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 5.1.1 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety entirely or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger merger, or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3, and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.this

Appears in 2 contracts

Samples: Rita Medical Systems Inc, Horizon Medical Products Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesthe shares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares)shares of Common Stock, or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Placement Agent’s Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionPlacement Agent’s Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Placement Agent’s Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares the number of shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Placement Agency Agreement (Addentax Group Corp.), Placement Agency Agreement (Greenpro Capital Corp.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 7.1.1 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 Sections 7.1.1 or 6.1.27.1.2, then such adjustment shall be made pursuant to Sections 6.1.17.1.1, 6.1.2 7.1.2, 7.1.3 and this Section 6.1.37.1.4. The provisions of this Section 6.1.3 7.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Flex Fuels Energy, Inc., Flex Fuels Energy, Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option Option, the underlying Warrants and the underlying Warrants Rights immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: I-Am CAPITAL ACQUISITION Co, I-Am CAPITAL ACQUISITION Co

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock (other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock), or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Video Network Communications Inc, Tii Industries Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.to

Appears in 2 contracts

Samples: KBL Healthcare Acquisition Corp. II, KBL Healthcare Acquisition Corp. II

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Unit Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionUnit Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company Warrant Units obtainable upon exercise of this Purchase Option and the underlying Warrants Unit Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Frankly Inc, Frankly Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or a change that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, Section 6.1.1 or Section 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive such reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Underwriting Agreement (Applied UV, Inc.), Underwriting Agreement (HyreCar Inc.)

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Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 5.1.1 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety entirely or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger merger, or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3, and this Section 6.1.35.1.4. The provisions of this Section 6.1.3 5.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales sales, or other transfers.

Appears in 2 contracts

Samples: Rita Medical Systems Inc, Rita Medical Systems Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.1, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Humascan Inc, Humascan Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.such

Appears in 2 contracts

Samples: China Healthcare Acquisition Corp., Manhattan Maritime Enterprises, Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or merger, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or mergers, or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Digital Cinema Destinations Corp., Digital Cinema Destinations Corp.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 Section 5.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reorganization or merger or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolvedentirety, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction, merger or amalgamation, or consolidation, or upon a dissolution following any such asset or property sale or transfer, by a Holder holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.2Section 5.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Section 5.1.1, 6.1.2 and Section 5.1.2 or this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or amalgamations, or consolidations, sales or other transfers.

Appears in 2 contracts

Samples: Underwriting Agreement (BG Staffing, Inc.), Underwriting Agreement (Air Industries Group)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 8.1.1 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option the Warrants shall have the right thereafter (until the expiration of the right of exercise of this Purchase Optionthe Warrants) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 Sections 8.1.1 or 6.1.28.1.2, then such adjustment shall be made pursuant to Sections 6.1.18.1.1, 6.1.2 8.1.2, 8.1.3 and this Section 6.1.38.1.4. The provisions of this Section 6.1.3 8.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Consulting Agreement (Parkervision Inc)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2Section 6.1.2 , then such adjustment shall be made pursuant to Sections 6.1.1Section 6.1.1 , Section 6.1.2 and this Section 6.1.36.1.3 . The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: S Option Agreement (CNS Response, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 6. 1.1 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in In connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; : and if If any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Chesapeake Energy Corp

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 Section 5.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reorganization or amalgamation or consolidation or share exchange of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.2Section 5.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Section 5.1.1, 6.1.2 Section 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Unique Fabricating, Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation or other entity (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (AzurRx BioPharma, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: CorMedix Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation or entity (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: IEG Holdings Corp

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Objective Communications Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 7.1.1 or 6.1.2 Section 7.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 Sections 7.1.1 or 6.1.27.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.Sections

Appears in 1 contract

Samples: American Biogenetic Sciences Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or merger, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or mergers, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Common Share Purchase Warrant (bioAffinity Technologies, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Cavico Corp

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereofhereof (until the Expiration Date), for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: ADial Pharmaceuticals, L.L.C.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Rainmaker Systems Inc

Replacement of Securities upon Reorganization, etc. In ---------------------------------------------------- case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Absolutefuture Com

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: S Option Agreement (CNS Response, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary SharesCommon Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Rights and Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Registration Rights Agreement (MTech Acquisition Corp)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Us Geothermal Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 Sections 7.1.1 or 6.1.2 7.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Ordinary Shares of the Company obtainable issuable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 7.1.1 or 6.1.27.1.2, then such adjustment shall be made pursuant to Sections 6.1.17.1.1, 6.1.2 7.1.2 and this Section 6.1.37.1.3. The provisions of this Section 6.1.3 7.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Grove, Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Common Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Underwriter Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionUnderwriter Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company Warrant Units obtainable upon exercise of this Purchase Option and the underlying Warrants Underwriter Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Common Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Frankly Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 Sections 5.1.1 and 5.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 Sections 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3 and this Section 6.1.35.1.4. The provisions of this Section 6.1.3 5.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Big City Bagels Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reclassifications reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Metalico Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder holder of the number of Ordinary Warrant Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Big City Bagels Inc

Replacement of Securities upon Reorganization, etc. In the case of any reclassification or reorganization of the outstanding Ordinary Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or one that solely affects the par value of such Ordinary SharesCommon Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Shares)Common Stock, or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Converted Organics Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or a change that solely affects the par value of such Ordinary SharesCommon Stock, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Common Stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Warrant Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive such reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Prometheum, Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Common Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Underwriting Agreement (Flora Growth Corp.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.,

Appears in 1 contract

Samples: PAVmed Inc.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.2, 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.107

Appears in 1 contract

Samples: Neomedia Technologies Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary SharesCommon Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Trio Merger Corp.

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Alliance MMA, Inc.)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Preferred Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Preferred Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Preferred Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Preferred Stock Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of the Company obtainable Preferred Stock issuable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares shares of Preferred Stock covered by Section 6.1.1 or 6.1.26.1.1, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.36.1.4. The provisions of this Section 6.1.3 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Purchase Option (Giant Motorsports Inc)

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Ordinary Sharesshares of Common Stock, or in the case of any merger or consolidation of the Company with or into another corporation (other than a consolidation or merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase Option) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Ordinary Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.also

Appears in 1 contract

Samples: Pivot Rules Inc

Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares shares of Common Stock other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Ordinary Sharesshares, or in the case of any merger share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or merger share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Option Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase OptionWarrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, merger share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Option and the underlying Warrants Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.35.1.3. The provisions of this Section 6.1.3 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers share reconstructions or amalgamations, or consolidations, sales or other transfers.

Appears in 1 contract

Samples: Procera Networks Inc

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