Common use of No Impairment Clause in Contracts

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 68 contracts

Samples: Epocrates Inc, Cardionet Inc, Epocrates Inc

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No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 19 contracts

Samples: Prometheus Laboratories Inc, Antidilution Agreement (Imageware Software Inc), Imperial Bank Antidilution Agreement (Imaging Technologies Corp/Ca)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 16 contracts

Samples: Loan and Security Agreement (Anda Networks Inc), Accelerize New Media Inc, Accelerize New Media Inc

No Impairment. The Company shall not, by amendment of its ------------- Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 12 contracts

Samples: Registration Rights Agreement (Clarus Corp), Registration Rights Agreement (Clarus Corp), Registration Rights Agreement (Cardiodynamics International Corp)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price price of this Warrant is unchanged.

Appears in 10 contracts

Samples: Convertible Promissory Note and Warrant Purchase Agreement (VG Life Sciences Inc.), And Warrant Purchase Agreement (VG Life Sciences Inc.), And Warrant Purchase Agreement (VG Life Sciences Inc.)

No Impairment. The Company shall not, by amendment of its Articles of ------------- Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 9 contracts

Samples: Loan Agreement (Salon Internet Inc), Antidilution Agreement (Consilium Inc), Releasenow Com Corp

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 7 contracts

Samples: Immunicon Corp, Antidilution Agreement (Integrated Packaging Assembly Corp), Loan and Security Agreement (Anda Networks Inc)

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 7 contracts

Samples: Macrosolve Inc, Macrosolve Inc, Cavit Sciences, Inc.

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrantwarrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant warrant is unchanged.

Appears in 7 contracts

Samples: Us Search Corp Com, Us Search Corp Com, Loan and Security Agreement (Photoworks Inc /Wa)

No Impairment. The Company shall not, by amendment of its Articles of ------------- Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 7 contracts

Samples: Tvia Inc, Cardima Inc, Tvia Inc

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect HolderXxxxxx's rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 5 contracts

Samples: Purchase Common Stock (Integrated Performance Systems Inc), Purchase Common Stock (Odyssey Pictures Corp), American Ammunition Inc /Ca

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that such action is offset and the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 5 contracts

Samples: ThredUp Inc., ThredUp Inc., ThredUp Inc.

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's ’s rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 5 contracts

Samples: Warrant to Purchase Common Stock (American Security Resources Corp.), Purchase Common Stock (Human Biosystems Inc), Purchase Common Stock (Magic Media Networks Inc)

No Impairment. The Company shall not, by amendment of its Articles articles or certificate of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect the Holder's ’s rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects the Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares shares of Common Stock issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 5 contracts

Samples: Purchase Agreement (X-Change Corp), Purchase Agreement (Ironman Energy Partners II LP), Purchase Agreement (Ironman Energy Partners II LP)

No Impairment. The Company shall not, by amendment of its Articles of Incorporation charter documents or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's ’s rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Warrant Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 4 contracts

Samples: Purchase Common Stock (Material Technologies Inc /Ca/), Warrant to Purchase Common Stock (Airbee Wireless, Inc.), Purchase Common Stock (National Storm Management Inc.)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 4 contracts

Samples: Focus Enhancements Inc, Focus Enhancements Inc, Focus Enhancements Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 4 contracts

Samples: Acknowledgement and Agreement (Omniture, Inc.), Zamba Corp, Zamba Corp

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 4 contracts

Samples: Identiv, Inc., Auxilio Inc, Optex Systems Holdings Inc

No Impairment. The Company shall not, by amendment of its Articles Articles/Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 3 contracts

Samples: MOVING iMAGE TECHNOLOGIES INC., MOVING iMAGE TECHNOLOGIES INC., Emmaus Life Sciences, Inc.

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 3 contracts

Samples: Sysview Technology, Inc., Sysview Technology, Inc., Chorum Technologies Inc

No Impairment. The Company shall not, by amendment of its Articles of ------------- Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 3 contracts

Samples: 2bridge, 2bridge, 2bridge

No Impairment. The Company shall not, by amendment of its Articles ------------- Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Haht Commerce Inc, Digital Insight Corp

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Accelerize Inc., Accelerize Inc.

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights right under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrantwarrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: National Manufacturing Technologies, National Manufacturing Technologies

No Impairment. The Company shall not, by amendment of its Articles ------------- of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of any of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect product Holder's rights under this Article against impairment. If the Company takes any my action affecting the Shares or its common stock other than as described above that about the adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Intellisys Group Inc, Intellisys Group Inc

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Auxilio Inc, Auxilio Inc

No Impairment. The Company shall not, by amendment of its Amended and Restated Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article Section against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Wavesplitter Technologies Inc, Wavesplitter Technologies Inc

No Impairment. The Company shall not, by amendment of its ------------- Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of any of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect product Holder's rights under this Article against impairment. If the Company takes any my action affecting the Shares or its common stock other than as described above that about the adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Intellisys Group Inc, Intellisys Group Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Superconductor Technologies Inc, Superconductor Technologies Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant Debenture by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 Section 10 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article Section against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this WarrantDebenture , the Warrant Conversion Price shall be adjusted downward and the number of Shares issuable upon exercise conversion of this Warrant Debenture shall be adjusted upward in such a manner that the aggregate Warrant Conversion Price of this Warrant Debenture is unchanged.

Appears in 2 contracts

Samples: Fastcomm Communications Corp, Wesley Clover Corp

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be he observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Applied Molecular Evolution Inc, Applied Molecular Evolution Inc

No Impairment. The Company shall not, by amendment of its Articles ------------- of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Antidilution Agreement (Anchor Pacific Underwriters Inc), Cardiodynamics International Corp

No Impairment. The Company shall not, by amendment of its Articles articles or certificate of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect the Holder's rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects the Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares shares of Common Stock issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Purchase Agreement (Samson Investment CO), Purchase Agreement (Samson Investment CO)

No Impairment. The Company shall not, by amendment of its Amended and Restated Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Section 7 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article Section 7 against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Escrow Agreement (Atlas Capital SA), Registration Rights Agreement (Atlas Capital SA)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price price of this Warrant is unchanged.

Appears in 2 contracts

Samples: And Warrant Purchase Agreement (VG Life Sciences, Inc.), Convertible Promissory Note And (VG Life Sciences, Inc.)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: P Com Inc, P Com Inc

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Emergisoft Holding Inc, Emergisoft Holding Inc

No Impairment. The Company shall not, by amendment of its Articles ------------- of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Tvia Inc, Tvia Inc

No Impairment. The Company shall not, by amendment of its Articles articles or certificate of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's ’s rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Purchase Common Stock (MultiCell Technologies, Inc.), Purchase Common Stock (Platina Energy Group Inc.)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Preferred Shares or its common stock shares other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Preferred Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Kanbay International Inc, Kanbay International Inc

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article SECTION 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: Credit Agreement (Performant Financial Corp), Performant Financial Corp

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant Note by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 Section 5 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article Section against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects the Holder's ’s rights under this WarrantNote, then the Warrant Conversion Price shall be adjusted downward and the number of Shares shares of Common Stock issuable upon exercise conversion of this Warrant the Conversion Amount shall be adjusted upward in such a manner that the aggregate Warrant Conversion Price of this Warrant Note is unchanged.

Appears in 2 contracts

Samples: Satisfaction and Release Agreement, Registration Rights Agreement (Argos Therapeutics Inc)

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that specifically and adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 2 contracts

Samples: And Security Agreement (Software Technologies Corp/), And Security Agreement (Software Technologies Corp/)

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairmentimpain-nent. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Antidilution Agreement (Fusion Medical Technologies Inc)

No Impairment. The Company Corporation shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the CompanyCorporation, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company Corporation takes any action affecting the Preferred Shares or its common stock shares other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Preferred Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Kanbay International Inc

No Impairment. The Company shall not, by amendment of its -------------- Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Pointe Communications Corp

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation -------------- incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect HolderXxxxxx's rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Purchase Common Stock (Invicta Group Inc)

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Orthometrix Inc

No Impairment. The Company shall not, by amendment of its Articles articles or certificate of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect the Holder's ’s rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects the Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Warrant Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Purchase Agreement (NYTEX Energy Holdings, Inc.)

No Impairment. The Company shall not, . by amendment of its Articles of Incorporation Charter or through a reorganization, transfer of assets, consolidation, . merger, dissolution, . issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed by the Company under this Warrant by the CompanyWarrant, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 Section 2, and in taking all such action as may be he necessary or appropriate to protect Holder's rights under this Article Section 2 against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be he adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Registration Rights Agreement (Wave Systems Corp)

No Impairment. The Company shall not, by amendment of its Articles Restated Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Lionbridge Technologies Inc /De/

No Impairment. The Company shall not, by amendment of its Articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, Warrant the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Deltagen Inc

No Impairment. The Company shall not, by amendment of its Articles certificate of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonable necessary or appropriate to protect the Holder's ’s rights under this Article hereunder against impairment. If the Company takes any action affecting the its Shares or its common stock other than as described above in this Warrant that adversely affects affect the Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Debenture and Warrant Purchase Agreement (Airbee Wireless, Inc.)

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable Silicon Valley Bank Warrant to Purchase Stock -------------------------------------------------------------------------------- upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Loan and Security Agreement (Netvantage Inc)

No Impairment. The Company shall not, by amendment of its Amended and Restated Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Section 7 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article Section 7 against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Subscription Agreement (Smart Online Inc)

No Impairment. The Company shall not, by amendment of its Articles Certificate of ------------- Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Lionbridge Technologies Inc /De/

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant Note by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 Section 6 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article Section against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects the Holder's ’s rights under this WarrantNote, then the Warrant Conversion Price shall be adjusted downward and the number of Shares shares of Common Stock issuable upon exercise conversion of this Warrant the Conversion Amount shall be adjusted upward in such a manner that the aggregate Warrant Conversion Price of this Warrant Note is unchanged.

Appears in 1 contract

Samples: Satisfaction and Release Agreement (Argos Therapeutics Inc)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or other charter documents or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, issue or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares Underlying Securities or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Futurelink Corp

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be appropriately adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be appropriately adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Usa Technologies Inc

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article hereunder against impairment. If the Company takes xxxxx any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Ultradata Systems Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's Holders rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Aml Communications Inc

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No Impairment. The Company shall not, by amendment of its Articles of Incorporation Operating Agreement or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article 2 against impairment. If the Company takes any action affecting the Shares Units or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares Units issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Bluestar Communications Group Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such to the same extent, if any, as the conversion price and the number of common shares issuable upon conversion of a manner that the aggregate Warrant Price share of this Warrant is unchangedSeries D Preferred Stock are adjusted.

Appears in 1 contract

Samples: Paypal Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that intentionally and adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Witness Systems Inc

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant Certificate by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant Certificate and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this WarrantWarrant Certificate, the Warrant Exercise Price shall be adjusted downward and the number of Warrant Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Integrated Surgical Systems Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Imperial Bank Antidilution Agreement (Imaging Technologies Corp/Ca)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article Section 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article Section against impairment. If the Company takes any action not in good faith affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Kludein I Acquisition Corp

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article ARTICLE 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article Section against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Nextron Communications Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairmentimpeachment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Selectica Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price Price' shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Iomed Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted adjustment downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Ribogene Inc / Ca/

No Impairment. The Company shall not, by amendment of its ------------- Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If 'if the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Open Port Technology Inc

No Impairment. The Company shall not, by amendment of its ------------- Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Getthere Com

No Impairment. The Company shall not, by amendment of its Articles of Incorporation charter documents or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect the Holder's ’s rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects the Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Warrant Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Purchase Common Stock (National Storm Management Inc.)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than the Class as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that such action is offset and the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: iSpecimen Inc.

No Impairment. The Company shall not, by amendment of its ------------- Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, Warrant the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Stamps Com Inc

No Impairment. The Company shall not, by amendment of its Articles ------------- of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights r1uhts under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Egain Communications Corp

No Impairment. The Company shall not, . by amendment of its Articles of Incorporation Charter or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of or securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed by the Company under this Warrant by the CompanyWarrant, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 Section 2, and in taking all such action as may be necessary or appropriate to protect Holderfolder's rights under this Article Section 2 against impairment. If if the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Registration Rights Agreement (Wave Systems Corp)

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article Warrant against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant and to the extent reasonably possible, the benefit of this Warrant to Holder is unchanged.

Appears in 1 contract

Samples: Advanced Power Technology Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Security and Loan Agreement (Photomatrix Inc/ Ca)

No Impairment. The Company Corporation shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the CompanyCorporation, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company Corporation takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Circle Bancorp

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock Preferred Series B Stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Antidilution Agreement (IPC the Hospitalist Company, Inc.)

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article hereunder against impairment. If the Company takes any action xxxxxn affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Us Dataworks Inc

No Impairment. The Company shall not, by amendment of its Articles -------------- articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article hereunder against impairment. If the Company takes any action xxx xction affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Seven Charles C

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's Holders rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Rubicon Technology, Inc.

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation -------------- incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: World Golf League Inc

No Impairment. The Company shall not, by amendment of its ------------- Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this the Warrant is unchanged.

Appears in 1 contract

Samples: Loan and Security Agreement (Onsale Inc)

No Impairment. The Company shall not, not by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, Warrant the Warrant Wan-ant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant Wan-ant is unchanged.

Appears in 1 contract

Samples: Antidilution Agreement (Viewlocity Inc)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Lc Capital Master Fund LTD

No Impairment. The Company shall not, by amendment of its Articles articles ------------- of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect HolderHxxxxx's rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: World Golf League Inc

No Impairment. The Company shall not, by amendment of its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable Issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Registration Rights Agreement (Wireless Inc)

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation I incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Sandbox Entertainment Corp

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Stock Purchase (Tidelands Oil & Gas Corp)

No Impairment. The Company shall not, by amendment of its Articles articles of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolutiondissolutions, issueissues, or sale sales of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's ’s rights under this Article hereunder against impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's ’s rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Zero Gravity Solutions, Inc.

No Impairment. The Company shall not, by amendment of its Articles Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.. EXHIBIT 4.5

Appears in 1 contract

Samples: First Pacific Networks Inc

No Impairment. The Company shall not, by amendment of its Articles -------------- Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Charys Holding Co Inc

No Impairment. The Company shall not, by amendment of its ------------- Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action actions as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Intellisys Group Inc

No Impairment. The Company shall not, by amendment of its Articles Articles/Certificate of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's ’s rights under this Article against impairment. If the Company takes any action not in good faith affecting the Shares or its common stock (other than as described above above) that adversely affects Holder's ’s rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Recruiter.com Group, Inc.

No Impairment. The Company shall not, by amendment of its Articles articles ------------- of Incorporation incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out all of all the provisions of this Article 2 Warrant and in taking all such action as may be reasonably necessary or appropriate to protect Holder's rights under this Article against hereundxx xxxinst impairment. If the Company takes any action affecting the Shares or its common stock Common Stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Exercise Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Exercise Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Thinka Weight Loss Corp

No Impairment. The Company shall not, by amendment of of' its Articles of Incorporation or through a reorganization, transfer of assets, consolidation, merger, dissolution, issue, or sale of securities or any other voluntary action, avoid or seek to avoid the observance or performance of any of the terms to be observed or performed under this Warrant by the Company, but shall at all times in good faith assist in carrying out of all the provisions of this Article 2 and in taking all such action as may be necessary or appropriate to protect Holder's rights under this Article against impairment. If the Company takes any action affecting the Shares or its common stock other than as described above that adversely affects Holder's rights under this Warrant, the Warrant Price shall be adjusted downward and the number of Shares issuable upon exercise of this Warrant shall be adjusted upward in such a manner that the aggregate Warrant Price of this Warrant is unchanged.

Appears in 1 contract

Samples: Collegeclub Com Inc

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