Adjustment of Shares definition

Adjustment of Shares. All references to share information, including number of shares and price per share, shall be deemed automatically adjusted to reflect any stock dividend, stock split, reverse stock dividend or reverse stock split or any recapitalization of SciQuest. Qualified Scientific Qualified Scientific Products are scientific and laboratory products or supplies sold Products through the SciQuest system under the Standard SciQuest Supplier Agreement negotiated by SciQuest directly with the supplier. Qualified Scientific Products shall not include orders of scientific products or supplies that are sold pursuant to terms negotiated by Dow with the supplier and which would yield SciQuest less than a nominal commission or discount.
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Adjustment of Shares. All references to share information, including number of shares and price per share, shall be deemed automatically adjusted to reflect any stock dividend, stock split, reverse stock dividend or reverse stock split or any recapitalization of SciQuest. Qualified Scientific Qualified Scientific Products are scientific and laboratory products or supplies sold Products through the SciQuest system on terms and conditions that are mutually agreeable to SciQuest and Dupont. If requested by Dupont, SciQuest shall enter into good faith negotiations with the primary laboratory products partner (the "Primary Partner") to agree upon terms and conditions for inclusion of Primary Partner's products in the SciQuest system on terms mutually agreed to by SciQuest, Dupont, and Primary Partner. Assignability Dupont may assign the Letter Agreement, these Terms and Conditions, the Definitive Agreements, and any Warrants granted hereunder to any successor in interest to the assets of Dupont, whether by merger, acquisition, joint venture or otherwise. SciQuest shall retain reciprocal rights with respect to this Assignability section. Limitation on Liability Dupont's liability for breach of the Letter Agreement, these Terms and Conditions, the Definitive Agreements, and any Warrants issued hereunder shall be limited to the return of any warrants or stock purchased thereunder, or the net proceeds of such stock if sold by Dupont.
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Examples of Adjustment of Shares in a sentence

  • If there shall be any Adjustment of Shares as provided for in Section 4.3 of the Plan, then appropriate adjustments in the outstanding portion of the Performance Shares shall be made by the Committee, the manner of such adjustments being made as provided for under the Plan.

  • If there shall be any Adjustment of Shares as provided for in Section 4.3 of the Plan, then appropriate adjustments in the outstanding portion of the Restricted Stock shall be made by the Committee, the manner of such adjustments being made as provided for under the Plan.

  • The amount of any such withholding shall be determined by the Company.SECTION 12 Adjustment of Shares and Representations.(a) General.

  • Subject to the provisions of Section 9 relating to Adjustment of Shares, the aggregate number of Shares that may be issued under the Plan (upon exercise of Options or other rights to acquire Shares) shall not exceed in the aggregate 3,725,000* Shares.

  • Adjustment of Shares of Common Stock Purchasable Upon Exercise of Warrants.

  • In the event that Shares issued under the Plan are reacquired by the Company pursuant to any forfeiture provision, right of repurchase or right of first refusal, such Shares shall again be available for the purposes of the Plan, except that subject to the provisions of Section 9 relating to Adjustment of Shares, the aggregate number of Shares that may be issued under the Plan (upon exercise of Options or other rights to acquire Shares) shall not exceed in the aggregate 3,725,000* Shares.

  • The amount of any such withholding shall be determined by the Company.‌ SECTION 12 Adjustment of Shares and Representations.‌ (a) General.

  • The aggregate number of Shares subject to Awards of any type granted under this Plan in any one fiscal year to any Outside Director shall not exceed 20,000.4.3 Adjustment of Shares.

  • No more than 259,285,704 Shares shall be issued pursuant to the exercise of ISOs.2.6. Adjustment of Shares.

  • Adjustment of Shares of Common Stock Purchasable and Warrant Price 3 3.1 Antidilution Provision 3 3.2 Consolidation, Merger, Sale of Assets, Reorganization, etc 4 3.3 Warrant Price Adjustment 4 3.4 Statements on Warrant Certificates 4 3.5 Accountants' Report as to Adjustments 4 Section 4.

Related to Adjustment of Shares

  • Adjustment Shares shall have the meaning set forth in Section 11(a)(ii) hereof.

  • class of Shares refers to the division of Shares into two or more classes as provided in Article III, Section 1 hereof;

  • Adjustment means each form of adjustment to consideration provided for in this clause.The parties acknowledge that the consideration under this Contract is inclusive of GST, where GST is calculated using the GST rate at the time of forming this Contract.The Contractor shall provide the Recipient with a Tax Invoice and/or adjustment notes in relation to the supply prior to an amount being paid by the Recipient under this Contract, and shall do all things reasonably necessary to assist the Recipient to enable it to claim and obtain any Input Tax Credit available to it in respect of a Supply.Where the GST rate is changed after the date of formation of this Contract the consideration under this Contract will be increased or decreased so that the consideration remains inclusive of GST, with GST calculated using the new GST Rate from the date of the change of the GST Rate that applies at the date of formation of this Contract. PrivacyFor the purposes of this Clause unless the context otherwise requires:

  • Adjustment Fraction shall have the meaning set forth in Section 11(a)(i) hereof.

  • Stock Split means any kind of stock split in relation to the Shares, including a free share distribution to the holders of Shares, a stock dividend or a sub-division of Shares;

  • Adjustment Events (A) the Partnership makes a distribution on all outstanding OP Units in Partnership Units, (B) the Partnership subdivides the outstanding OP Units into a greater number of units or combines the outstanding OP Units into a smaller number of units, or (C) the Partnership issues any Partnership Units in exchange for its outstanding OP Units by way of a reclassification or recapitalization of its OP Units. If more than one Adjustment Event occurs, the adjustment to the Class B Units need be made only once using a single formula that takes into account each and every Adjustment Event as if all Adjustment Events occurred simultaneously. For the avoidance of doubt, the following events shall not be Adjustment Events: (x) the issuance of Partnership Units in a financing, reorganization, acquisition or other similar business transaction, (y) the issuance of Partnership Units pursuant to any employee benefit or compensation plan or distribution reinvestment plan, or (z) the issuance of any Partnership Units in respect of a capital contribution to the Partnership, including a contribution by the General Partner of proceeds from the sale of securities by the General Partner. If the Partnership takes an action affecting the OP Units other than actions specifically described above as Adjustment Events and, in the opinion of the General Partner such action would require an adjustment to the Class B Units to maintain the one-to-one correspondence described above, the General Partner shall have the right to make such adjustment to the Class B Units, to the extent permitted by law, in such manner and at such time as the General Partner, in its sole discretion, may determine to be appropriate under the circumstances. If an adjustment is made to the Class B Units as herein provided, the Partnership shall promptly file in the books and records of the Partnership an officer’s certificate setting forth such adjustment and a brief statement of the facts requiring such adjustment, which certificate shall be conclusive evidence of the correctness of such adjustment absent manifest error. Promptly after the filing of such certificate, the Partnership shall mail a notice to each holder of Class B Units setting forth the adjustment to his, her or its Class B Units and the effective date of such adjustment.

  • Purchase Price Per Share means $0.01 per share, as may be adjusted from time to time in accordance with Section 5 or 6.

  • Adjustment Right means any right granted with respect to any securities issued in connection with, or with respect to, any issuance or sale (or deemed issuance or sale in accordance with Section 2) of shares of Common Stock (other than rights of the type described in Section 3 and 4 hereof) that could result in a decrease in the net consideration received by the Company in connection with, or with respect to, such securities (including, without limitation, any cash settlement rights, cash adjustment or other similar rights).

  • Adjustment Price means the lowest Underlying Price within the Adjustment Period after the Underlying Price is for the first time equal to or below the Adjustment Threshold.

  • Exercise Price Per Share hereinafter “Exercise Price” means the exercise price with respect to all Shares acquired pursuant to each exercise of the Option).

  • Initial Exercise Price shall have the meaning set forth in Section 2.4.1.

  • Adjustment Payment shall have the meaning specified in Section 3.09(a).

  • Total Exercise Price shall have the meaning set forth in Section 4(a) hereof.

  • Market Value Adjustment means, on a given date, an amount equal to the lesser of (x) 98% and (y) a percentage determined according to the following formula: Market Value Adjustment = 98% – [(10yrCMTt – 10yrCMTlaunch) ×Duration], where 10yrCMTt = the 10-Year Treasury Constant Maturity Rate published each business day by the Board of Governors of the Federal Reserve System, or, if such rate ceases to be published, a successor rate reasonably determined by the Trustees (the “10-Year CMT”), on such repurchase date; 10yrCMTlaunch = the 10-Year CMT as of the end of the Initial Offering Period; and Duration = an estimate of the duration of the periodic interest payments of a hypothetical coupon-paying U.S. Government Security with a 25-year maturity, calculated by the Trust’s Investment Manager as of the end of the Initial Offering Period;

  • Capitalization Adjustment means any change that is made in, or other events that occur with respect to, the Common Stock subject to the Plan or subject to any Purchase Right after the date the Plan is adopted by the Board without the receipt of consideration by the Company through merger, consolidation, reorganization, recapitalization, reincorporation, stock dividend, dividend in property other than cash, large nonrecurring cash dividend, stock split, liquidating dividend, combination of shares, exchange of shares, change in corporate structure or other similar equity restructuring transaction, as that term is used in Financial Accounting Standards Board Accounting Standards Codification Topic 718 (or any successor thereto). Notwithstanding the foregoing, the conversion of any convertible securities of the Company will not be treated as a Capitalization Adjustment.

  • Merger price per share means, in the case of a merger, consolidation, sale, exchange or other disposition of assets that results in a Change of Control or going private transaction (a “Merger”), the greater of (i) the fixed or formula price for the acquisition of shares of common stock occurring pursuant to the Merger, and (ii) the highest fair market value per share of common stock during the ninety-day period ending on the date of such Change of Control or going private transaction. Any securities or property which are part or all of the consideration paid for shares of common stock pursuant to the Merger shall be valued in determining the merger price per share at the higher of (A) the valuation placed on such securities or property by the Company, person or other entity which is a party with the Company to the Merger, or (B) the valuation placed on such securities or property by the Committee.

  • Adjustment Provisions means all relevant provisions of these Conditions which provide for any adjustment, delay, modification, cancellation or determination in relation to an Index, the valuation procedure for an Index or the Preference Shares. This shall include the provisions of Condition 11 (Calculation Agent Modifications) and all subsequent Conditions.

  • Reverse Stock Split means a reverse stock split of the outstanding shares of Common Stock that is effected by the Company’s filing of an amendment to its certificate of incorporation with the Secretary of State of the State of Delaware and the acceptance thereof.

  • True-Up Adjustment means any Annual True-Up Adjustment or Interim True-Up Adjustment, as the case may be.

  • Stock Consideration has the meaning set forth in Section 2.01(c).

  • Per Share Stock Consideration has the meaning set forth in Section 3.01(a)(i).

  • Common Stock Consideration has the meaning set forth in Section 1.6(b).

  • Adjustments are all discounts, allowances, returns, disputes, counterclaims, offsets, defenses, rights of recoupment, rights of return, warranty claims, or short payments, asserted by or on behalf of any Account Debtor for any Financed Receivable.

  • Maximum Common Stock Issuance shall have the meaning specified in Section 2(H).

  • Change in Capitalization means any increase or reduction in the number of Shares, or any change (including, but not limited to, in the case of a spin-off, dividend or other distribution in respect of Shares, a change in value) in the Shares or exchange of Shares for a different number or kind of shares or other securities of the Company or another corporation, by reason of a reclassification, recapitalization, merger, consolidation, reorganization, spin-off, split-up, issuance of warrants or rights or debentures, stock dividend, stock split or reverse stock split, cash dividend, property dividend, combination or exchange of shares, repurchase of shares, change in corporate structure or otherwise.

  • Stock Dividend has the meaning set forth in Section 5(a)(i)(A).