Sale of Additional Shares of Common Stock Sample Clauses

Sale of Additional Shares of Common Stock. If at any time after the date hereof and prior to the Consummation of a Qualifying IPO (except as hereinafter provided) issue or sell Additional Common Stock in exchange for consideration in an amount per additional share of Common Stock less than the Warrant Price in effect immediately prior to such issuance or sale of Additional Common Stock, then the Warrant Price as to the Class A Common Stock into which this Warrant is exercisable immediately prior to such adjustment shall be adjusted by multiplying the Warrant Price by a fraction, of which:
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Sale of Additional Shares of Common Stock. After the Initial Closing, the Company may sell, on the same terms and conditions as those contained in this Agreement, up to 123,609 additional shares (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or similar recapitalization affecting such shares) of Common Stock (the “Additional Shares”), to one (1) or more purchasers (the “Additional Purchasers”) reasonably acceptable to IDEX. Exhibit to this Agreement shall be updated to reflect the number of Additional Shares purchased at each such Closing and the parties purchasing such Additional Shares.
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Sale of Additional Shares of Common Stock. In the event ----------------------------------------- that any of the shares of Common Stock that are subject to Liens set forth in the Consulting/Option Agreements identified in items 4(d)-(g) on Schedule 3.5 shall cease to be subject to such Liens, Xxxxxx shall not sell, short sell, pledge, assign or otherwise convey or transfer, directly or indirectly or by means of any derivatives transaction, any record or beneficial interest in such shares for a period of one year commencing on the Closing Date.
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Sale of Additional Shares of Common Stock. (a) After the Initial Closing, the Company may sell, at a purchase price of $20.88 per share and otherwise on the same terms and conditions as those contained in this Agreement, up to 1,197,391 additional shares (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or similar recapitalization affecting such shares) of Common Stock (the “Additional Shares”), to one (1) or more purchasers (the “Additional Purchasers”) acceptable to Nantahala Capital Management, LLC (“Nantahala”) and the Company, and in amounts acceptable to Nantahala and the Company, provided that (i) such subsequent sale is consummated prior to ninety (90) days after the Initial Closing, which period may be extended by the Company in its discretion and (ii) each Additional Purchaser becomes a party to the Transaction Agreements (as defined below), by executing and delivering a counterpart signature page to each of the Transaction Agreements. Exhibit A to this Agreement shall be updated to reflect the number of Additional Shares purchased at each such Closing and the parties purchasing such Additional Shares.
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Sale of Additional Shares of Common Stock. (a) The Company shall, by ----------------------------------------- written notice to the Purchaser, sell to the Purchaser and the Purchaser shall purchase up to an additional number of shares of Common Stock ("Additional Shares") equal to the quotient of (i) an amount determined by the Board of Directors, in its sole discretion, which amount shall not be less than $1 million and not more than $2 million, divided by (ii) the Fair Market Value (as ---------- defined below), and the Purchaser shall purchase from the Company such Additional Shares provided that it receives notice in accordance herewith and subject to the conditions set forth in Section 7.6(c). Such sale and purchase shall occur not sooner than January 1, 1997 and not later than December 31, 1997. Notice to the Purchaser of its intent to sell the Additional Shares shall be given at least thirty (30) days prior to the proposed sale. The closing of the purchase and sale of the Additional Shares ("Additional Shares Closing") shall be held at such place, time and date as shall be specified in the Company's notice. At such closing, (i) the Company shall deliver to the Purchaser (A) a certificate or certificates representing the Additional Shares and (B) a certificate executed by a Co- President of the Company, dated the date of the Additional Shares Closing, containing the representations and warranties set forth in Section 3 (with such adjustments as are appropriate to reflect the fact that such representations and warranties relate to the Additional Shares Closing rather than the Closing) and (ii) the Purchaser shall deliver to the Company (A) a check payable to the Company in the amount of the purchase price for the Additional Shares and (B) a certificate executed by an officer of the Purchaser, dated the date of the Additional Shares Closing, containing the representations and warranties set forth in Section 4 (with such adjustments as are appropriate to reflect the fact that such representations and warranties relate to the Additional Shares Closing rather than the Closing).
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Sale of Additional Shares of Common Stock. (a) After the Initial Closing, the Company may sell, on the same terms and conditions as those contained in this Agreement, up to a total of 310,734 Shares (subject to appropriate adjustment in the event of any stock dividend, stock split, combination or similar recapitalization affecting such shares) of Common Stock (the “Additional Shares”), to one (1) or more purchasers (the “Additional Purchasers”) approved by the Board of Directors, provided that (i) such subsequent sale is consummated prior to twenty-one (21) days after the Initial Closing (ii) each Additional Purchaser becomes a party to this Agreement by executing and delivering a counterpart signature page to each of this Agreement. Exhibit A to this Agreement shall be updated to reflect the number of Additional Shares purchased at each such Closing and the parties purchasing such Additional Shares.
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Sale of Additional Shares of Common Stock 
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Related to Sale of Additional Shares of Common Stock

  • Issuance of Additional Shares of Common Stock (i) In the event the Issuer shall at any time following the Original Issue Date issue any Additional Shares of Common Stock (otherwise than as provided in the foregoing subsections (a) through (c) of this Section 4), at a price per share less than the Warrant Price then in effect or without consideration, then the Warrant Price upon each such issuance shall be adjusted to that price determined by multiplying the Warrant Price then in effect by a fraction:

  • Deemed Issue of Additional Shares of Common Stock (a) If the Corporation at any time or from time to time after the Series A-2 Original Issue Date shall issue any Options or Convertible Securities (excluding Options or Convertible Securities which are themselves Exempted Securities) or shall fix a record date for the determination of holders of any class of securities entitled to receive any such Options or Convertible Securities, then the maximum number of shares of Common Stock (as set forth in the instrument relating thereto, assuming the satisfaction of any conditions to exercisability, convertibility or exchangeability but without regard to any provision contained therein for a subsequent adjustment of such number) issuable upon the exercise of such Options or, in the case of Convertible Securities and Options therefor, the conversion or exchange of such Convertible Securities, shall be deemed to be Additional Shares of Common Stock issued as of the time of such issue or, in case such a record date shall have been fixed, as of the close of business on such record date.

  • Adjustments for Issuance of Additional Shares of Common Stock In the event the Maker, shall, at any time, from time to time, issue or sell any additional shares of common stock (otherwise than as provided in the foregoing subsections (i) through (v) of this Section 3.5(a) or pursuant to Common Stock Equivalents (hereafter defined) granted or issued prior to the Issuance Date) (“Additional Shares of Common Stock”), at a price per share less than the Conversion Price then in effect or without consideration, then the Conversion Price upon each such issuance shall be reduced to a price equal to the consideration per share paid for such Additional Shares of Common Stock.

  • Adjustment of Conversion Price Upon Issuance of Additional Shares of Common Stock In the event the Corporation shall at any time after the Series A-2 Original Issue Date issue Additional Shares of Common Stock (including Additional Shares of Common Stock deemed to be issued pursuant to Subsection 5.4.3), without consideration or for a consideration per share less than the Conversion Price applicable to a series of Preferred Stock in effect immediately prior to such issuance or deemed issuance, then such Conversion Price shall be reduced, concurrently with such issue, to a price (calculated to the nearest one-hundredth of a cent) determined in accordance with the following formula: CP2 = CP1 x (A + B) ÷ (A + C). For purposes of the foregoing formula, the following definitions shall apply:

  • Adjustment of Exercise Price Upon Issuance of Additional Shares of Common Stock In the event the Company shall at any time after the Original Issue Date issue Additional Shares of Common Stock (including Additional Shares of Common Stock deemed to be issued pursuant to paragraph (c) above), without consideration or for a consideration per share less than the Exercise Price in effect on the date of and immediately prior to such issue, then and in such event, such Exercise Price shall be reduced, concurrently with such issue, to a price (calculated to the nearest cent) calculated as follows:

  • Fractional Shares of Common Stock (a) The Company shall not issue fractions of Warrants or distribute Warrant Certificates which evidence fractional Warrants. Whenever any fractional Warrant would otherwise be required to be issued or distributed, the actual issuance or distribution shall reflect a rounding of such fraction to the nearest whole Warrant (rounded down).

  • Purchase of Shares of Common Stock Each Purchase Contract shall, unless an Early Settlement has occurred in accordance with Section 5.9 hereof, obligate the Holder of the related Security to purchase, and the Company to sell, on the Purchase Contract Settlement Date at a price equal to the Stated Amount (the "Purchase Price"), a number of newly issued shares of Common Stock equal to the Settlement Rate unless, on or prior to the Purchase Contract Settlement Date, there shall have occurred a Termination Event with respect to the Security of which such Purchase Contract is a part. The "Settlement Rate" is equal to:

  • Shares of Common Stock The Company shall have duly reserved the number of Underlying Shares required by this Agreement and the Transaction Documents to be reserved upon the exercise of the Warrants or the conversion of the shares of Preferred Stock acquired by the Purchaser on the First Closing Date;

  • Issuance of Shares of Common Stock As soon as practicable after the exercise of any Warrant and the clearance of the funds in payment of the Warrant Price (if any), the Company shall issue to the registered holder of such Warrant a certificate or certificates, or book entry position, for the number of shares of Common Stock to which he, she or it is entitled, registered in such name or names as may be directed by him, her or it, and if such Warrant shall not have been exercised in full, a new countersigned Warrant, or book entry position, for the number of shares as to which such Warrant shall not have been exercised. Notwithstanding the foregoing, in no event will the Company be required to net cash settle the Warrant exercise. No Warrant shall be exercisable for cash and the Company shall not be obligated to issue shares of Common Stock upon exercise of a Warrant unless the Common Stock issuable upon such Warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the Warrants. In the event that the condition in the immediately preceding sentence is not satisfied with respect to a Warrant, the holder of such Warrant shall not be entitled to exercise such Warrant for cash and such Warrant may have no value and expire worthless, in which case the purchaser of a Unit containing such Public Warrants shall have paid the full purchase price for the Unit solely for the shares of Common Stock underlying such Unit. Warrants may not be exercised by, or securities issued to, any registered holder in any state in which such exercise would be unlawful.

  • Listing of Additional Shares The filing with the Nasdaq National Market of a Notification Form for Listing of Additional Shares with respect to the shares of Acquiror Common Stock issuable to holders of Target Common Stock and Target stock options in connection with the Merger shall have been made.

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