ADJUSTMENTS FOR DILUTIVE ISSUANCES; PERFORMANCE MILESTONES; RECLASSIFICATION Sample Clauses

ADJUSTMENTS FOR DILUTIVE ISSUANCES; PERFORMANCE MILESTONES; RECLASSIFICATION. The number of Warrant Shares to which the Holder would otherwise be entitled upon exercise of this Warrant, until and as adjusted from time to time pursuant to this Section 4.3 or any other provision of this Warrant, shall be equal to the product obtained by multiplying (y) the number of Warrant Shares which such Holder is then entitled to purchase hereunder, BY (z) the Applicable Conversion Rate (determined below). Notwithstanding the foregoing, if the Corporation fails to employ a Chief Operating Officer, with the intent to promote such Chief Operating Officer to Chief Executive Officer, or a Chief Executive Officer, each of whom meet the employment requirements set forth in the Series D Purchase Agreement, prior to one (1) year after the Issue Date, then the number of Warrant Shares to which the holder hereof shall be entitled upon exercise of this Warrant shall be equal to the product obtained by multiplying (x) the number of Warrant Shares which such Holder is then entitled to purchase hereunder BY (y) the Applicable Conversion Rate (as determined below) BY (z) 1.25. The conversion rate in effect at any time (the "APPLICABLE CONVERSION RATE") shall equal the quotient obtained by DIVIDING (A) $3.20 (subject to proportionate adjustment for any stock dividend, stock split, combination of shares, reorganization, recapitalization, reclassification or other similar event occurring with respect to the Series D Preferred Stock after the Issue Date), BY (B) the applicable conversion value then in effect (the "APPLICABLE CONVERSION VALUE"), calculated as hereinafter provided. The Applicable Conversion Value in effect as of the Issue Date, and until adjusted in accordance with the provisions of this Section 4.3, shall be $3.20.
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Related to ADJUSTMENTS FOR DILUTIVE ISSUANCES; PERFORMANCE MILESTONES; RECLASSIFICATION

  • Adjustments for Diluting Issuances Without duplication of any adjustment otherwise provided for in this Section 2, the number of shares of common stock issuable upon conversion of the Shares shall be subject to anti-dilution adjustment from time to time in the manner set forth in the Company’s Certificate of Incorporation as if the Shares were issued and outstanding on and as of the date of any such required adjustment.

  • Adjustments for Stock Splits, Etc Wherever in this Agreement there is a reference to a specific number of shares of Common Stock or Preferred Stock of the Company of any class or series, then, upon the occurrence of any subdivision, combination or stock dividend of such class or series of stock, the specific number of shares so referenced in this Agreement shall automatically be proportionally adjusted to reflect the affect on the outstanding shares of such class or series of stock by such subdivision, combination or stock dividend.

  • Adjustments for Stock Splits The parties acknowledge and agree that all share-related numbers contained in this Agreement shall be adjusted to take into account any stock split, stock dividend or similar event effected with respect to the Placement Shares.

  • Adjustments to Number of Shares The number of shares of Common Stock subject to this Option shall be adjusted to take into account any stock splits, stock dividends, recapitalization of the Common Stock as provided in the Stock Option Plan.

  • Adjustments for Dividends, Distributions, Stock Splits, Etc (1) In case the Company shall pay or make a dividend or other distribution on any class of Common Stock of the Company in Common Stock, the Settlement Rate in effect at the opening of business on the day following the date fixed for the determination of stockholders entitled to receive such dividend or other distribution shall be increased by dividing such Settlement Rate by a fraction of which the numerator shall be the number of shares of Common Stock outstanding at the close of business on the date fixed for such determination and the denominator shall be the sum of such number of shares and the total number of shares constituting such dividend or other distribution, such increase to become effective immediately after the opening of business on the day following the date fixed for such determination. For the purposes of this paragraph (1), the number of shares of Common Stock at any time outstanding shall not include shares held in the treasury of the Company but shall include shares issuable in respect of scrip certificates issued in lieu of fractions of shares of Common Stock. The Company will not pay any dividend or make any distribution on shares of Common Stock held in the treasury of the Company.

  • Adjustment of Number of Shares Upon each adjustment in the Warrant Price, the number of Shares purchasable hereunder shall be adjusted, to the nearest whole share, to the product obtained by multiplying the number of Shares purchasable immediately prior to such adjustment in the Warrant Price by a fraction, the numerator of which shall be the Warrant Price immediately prior to such adjustment and the denominator of which shall be the Warrant Price immediately thereafter.

  • Adjustments for Stock Splits, Stock Dividends, etc If from time to time while this Agreement shall remain in force and effect there is any stock split-up, stock dividend, stock distribution or other reclassification of the Common Stock of the Company, any and all new, substituted or additional securities to which the Stockholder is entitled by reason of his ownership of Shares shall be immediately subject to the restrictions on transfer and other provisions of this Agreement in the same manner and to the same extent as such Shares.

  • Adjustment for Stock Splits, Stock Dividends, Recapitalizations, etc The Exercise Price of this Warrant and the number of shares of Common Stock or other securities at the time issuable upon exercise of this Warrant shall be appropriately adjusted to reflect any stock dividend, stock split, combination of shares, reclassification, recapitalization or other similar event affecting the number of outstanding shares of stock or securities.

  • Adjustments to Conversion Ratios The number of Ordinary Shares that the holders of Rights are entitled to receive as a result of the occurrence of an Exchange Event shall be equitably adjusted to reflect appropriately the effect of any share split, reverse share split, share dividend, reorganization, recapitalization, reclassification, combination, exchange of shares or other like change with respect to the Ordinary Shares occurring on or after the date hereof and prior to the Exchange Event.

  • Adjustment to Number of Shares Upon each adjustment of the Exercise Price, the number of Shares issuable upon exercise of the Warrant shall be increased to equal the quotient obtained by dividing (x) the product resulting from multiplying (i) the number of Shares issuable upon exercise of the Warrant, and (ii) the Exercise Price, in each case as in effect immediately before such adjustment by (y) the adjusted Exercise Price.

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