Common use of Reclassification, Exchange or Substitution Clause in Contracts

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stock, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 4 contracts

Samples: Tvia Inc, Tvia Inc, Tvia Inc

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Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion (other than Sale of the Company's outstanding shares of preferred stock to common stock, a merger, consolidation or reorganization described in Section 1.7 below, or a dividend, split, or combination described in Section 1.5 above), Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Warrant Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, substitution or other event. The Exercise Price shall be adjusted accordingly. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 1 including, without limitation, appropriate adjustments to the Warrant Price and to the number of securities or property issuable upon exercise or conversion of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 3 contracts

Samples: Farmstead Telephone Group Inc, Farmstead Telephone Group Inc, Farmstead Telephone Group Inc

Reclassification, Exchange or Substitution. Upon Subject to Section 1.7, ------------------------------------------ upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stockWarrant, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. Subject to Section 4.1, such an event shall include any automatic conversion of the outstanding or issuable securities of the Company of the same class or series as the Shares to common stock pursuant to the terms of the Company's Articles of Incorporation upon the closing of a registered public offering of the Company's common stock. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 3 contracts

Samples: 2bridge, 2bridge, 2bridge

Reclassification, Exchange or Substitution. Upon Except in the case of an ------------------------------------------ Acquisition to which the provisions of Section 1.7 are applicable, upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stockWarrant, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 2 contracts

Samples: Plumtree Software Inc, Plumtree Software Inc

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, ------------------------------------------ exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including including, without limitation, the conversion of the Company's outstanding shares of preferred stock Preferred Stock to common stockCommon Stock, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 2 contracts

Samples: Tvia Inc, Tvia Inc

Reclassification, Exchange or Substitution. Upon Subject to Section 1.8, ------------------------------------------ upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stockWarrant, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. Such an event shall include any automatic conversion of the outstanding or issuable securities of the Company of the same class or series as the Shares to common stock pursuant to the terms of the Company's Articles of Incorporation upon the closing of a registered public offering, of the Company's common stock. The Company or its successor shall promptly promptly, issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, limitations adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: Fogdog Inc

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stockWarrant, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. Such an event shall include any automatic conversion of the outstanding securities of the Company of the same class or series as the Shares to Common Stock pursuant to the terms of the Company's Amended and Restated Certificate of Incorporation, as amended (including any and all applicable Certificates of Designation) ("Certificate of Incorporation") upon the closing of a registered public offering of the Company's Common Stock. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Exercise Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: Athenahealth Inc

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitationWarrant, the conversion of the Company's outstanding shares of preferred stock to common stocknot otherwise provided for in Sections 2.1 and 2.3 hereof, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. Such an event shall include any automatic conversion of the outstanding or issuable securities of the Company of the same class or series as the Shares to common stock pursuant to the terms of the Company's Articles of Incorporation upon the closing of a registered public offering of the Company's common stock. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: Digital Sound Corp

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities units of membership interest issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stockWarrant, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of units of membership interest, securities and property that Holder would have received for the Shares Units if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. The If this Warrant is not then exercised or converted, the Company or its successor shall promptly issue to Holder a new Warrant for such new units of membership interest, securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Exercise Price and to the number of units of membership interest, securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: Akrion, Inc.

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Reclassification, Exchange or Substitution. Upon Unless the conversion ratio of the Warrant Stock already reflects such event, upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stockNote (other than a transaction described in Section 5.1 above), Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares Warrant Stock if this Warrant had been exercised immediately before such reclassification, exchange, substitution, substitution or other event. By way of example, such an event shall include any automatic conversion of the outstanding or issuable securities of the Company of the same class or series as the Warrant Stock to Common Stock pursuant to the terms of the Company’s Certificate of Incorporation upon the closing of a registered public offering of the Company’s Common Stock. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which that shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 Section 5 including, without limitation, appropriate adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: G1 Therapeutics, Inc.

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, ------------------------------------------ exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stock, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: Tvia Inc

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion of the Company's outstanding shares of preferred stock to common stockWarrant, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. Such an event shall include any automatic conversion of the outstanding or issuable securities of the Company of the same class or series as the Shares to common stock pursuant to the terms of the Company's Certificate of Incorporation upon the closing of a registered public offering of the Company's common stock. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which XXXXXXXX XXXXXXX XXXXXXX XX PURCHASE STOCK -------------------------------------------------------------------------------- shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: Loan and Security Agreement (Vixel Corp)

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitation, the conversion (other than as a result of the Company's outstanding shares of preferred stock to common stocka dividend or subdivision provided for in Section 2.1 or a combination provided for in Section 2.3), Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. The Company or its successor shall promptly issue to Holder a new Warrant warrant for such new securities or other property. The new Warrant warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrantwarrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: Akesis Pharmaceuticals, Inc.

Reclassification, Exchange or Substitution. Upon any ------------------------------------------ reclassification, exchange, substitution, or other event that results in a change of the number and/or class of the securities issuable upon exercise or conversion of this Warrant including without limitationWarrant, the Holder shall be entitled to receive, upon exercise or conversion of the Company's outstanding shares of preferred stock to common stockthis Warrant, Holder shall be entitled to receive, upon exercise or conversion of this Warrant, the number and kind of securities and property that Holder would have received for the Shares if this Warrant had been exercised immediately before such reclassification, exchange, substitution, or other event. Such an event shall include any automatic or voluntary conversion of the outstanding or issuable securities of the Company of the same class or series as the Shares to common stock pursuant to the terms of the Company's Articles of Incorporation, including upon the closing of a registered public offering of the Company's common stock. The Company or its successor shall promptly issue to Holder a new Warrant for such new securities or other property. The new Warrant shall provide for adjustments which shall be as nearly equivalent as may be practicable to the adjustments provided for in this Article 2 including, without limitation, adjustments to the Warrant Price and to the number of securities or property issuable upon exercise of the new Warrant. The provisions of this Section 2.2 shall similarly apply to successive reclassifications, exchanges, substitutions, or other events.

Appears in 1 contract

Samples: Loan and Security Agreement (Copper Mountain Networks Inc)

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