Common use of Share Issuances Clause in Contracts

Share Issuances. Subject to the provisions of this Section 6, if the Borrower shall at any time prior to the conversion or repayment in full of the Principal Amount issue any shares of Common Stock to a person other than the Lender (otherwise than (1) pursuant to Subsections i or ii above or this subsection e; (2) pursuant to options, warrants, or other obligations to issue shares outstanding on the date hereof as disclosed to Lender in writing; (3) pursuant to options that may be issued under any employee incentive stock option and/or any qualified stock option plan adopted by the Borrower for a consideration per share (the "Offer Price") less than the Conversion Price in effect at the time of such issuance, then the Conversion Price shall be immediately reset to such lower Offer Price; or (4) pursuant to any agreement entered into by the Borrower or any of its subsidiaries for the acquisition of another business (whether by stock purchase or asset purchase, merger or otherwise; or (5) for services rendered by consultants; ((1), (2), (3) (4) and (5) above, are hereinafter referred to as the "Excluded Issuances")). For purposes hereof, the issuance of any security of the Borrower convertible into or exercisable or exchangeable for Common Stock shall result in an adjustment to the Conversion Price only upon the conversion, exercise or exchange of such securities.

Appears in 4 contracts

Samples: IElement CORP, IElement CORP, IElement CORP

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Share Issuances. Subject to the provisions of this Section 63.3, if the Borrower Company shall at any time prior to the conversion or repayment exercise in full of the Principal Amount this Warrant issue any shares of Common Stock or securities convertible into Common Stock to a person other than the Lender Holder (otherwise than except (1i) pursuant to Subsections i or ii above or this subsection e4(a) above; (2ii) pursuant to options, warrants, or other obligations to issue shares outstanding on the date hereof as disclosed to Lender Holder in writingwriting or in the Company’s Exchange Act Filings; (3iii) for the sale of the shares of Common Stock listed on Schedule A to the Secured Convertible Term Notes; or (iv) pursuant to options that may be issued as of the date hereof under any employee incentive stock option and/or any qualified stock option plan adopted by the Borrower Company) for a consideration per share (the "Offer Price") less than the Conversion any Exercise Price in effect at the time of such issuance, then the Conversion such Exercise Price shall be immediately reset to such lower Offer Price; or (4) Exercise Price pursuant to any agreement entered into by the Borrower or any of its subsidiaries for the acquisition of another business (whether by stock purchase or asset purchase, merger or otherwise; or (5) for services rendered by consultants; ((1), (2), (3) (4) and (5) above, are hereinafter referred to as the "Excluded Issuances"))formula below. For purposes hereof, the issuance of any security of the Borrower convertible into or exercisable or exchangeable for Common Stock shall result in an adjustment to the Conversion applicable Exercise Price only upon at the conversion, exercise or exchange time of issuance of such securities.. If the Company issues any additional shares in the manner referred to above in this subsection 4(b) then, and thereafter successively upon each such issue, each Exercise Price shall be adjusted by multiplying the each then applicable Exercise Price by the following fraction: (A x C) + (B x D) (A + B) x C

Appears in 3 contracts

Samples: Corgenix Medical Corp/Co, Corgenix Medical Corp/Co, Corgenix Medical Corp/Co

Share Issuances. Subject to the provisions of this Section 63.6, if the Borrower Company shall at any time prior to the conversion or repayment in full of the Principal Amount issue any shares of Common Stock or securities convertible into Common Stock to a person Person other than the Lender Holder or its permitted assigns (otherwise than except (1i) pursuant to Subsections i Sections 3.6(a) or ii above or this subsection e(b) above; (2ii) pursuant to options, warrants, or other obligations to issue shares outstanding on the date hereof as disclosed to Lender the Holder in writing; (3iii) pursuant to options that may be issued under any employee incentive stock option and/or any qualified stock option plan adopted by the Borrower Company), (iv) pursuant to warrants issued to key employees of the Company as part of incentive programs and (v) warrants or options issued by the Company in connection with acquisitions of wholly-owned Subsidiaries in which neither the Company nor any of its Subsidiaries receives any cash consideration) for a consideration per share (the "Offer PriceOFFER PRICE") less than the Fixed Conversion Price in effect at the time of such issuance, then the Fixed Conversion Price shall be immediately reset to such lower Offer Price; or (4) pursuant to any agreement entered into by the Borrower or any of its subsidiaries for the acquisition of another business (whether by stock purchase or asset purchase, merger or otherwise; or (5) for services rendered by consultants; ((1), (2), (3) (4) and (5) above, are hereinafter referred to as the "Excluded Issuances")). For purposes hereof, the issuance of any security of the Borrower Company convertible into or exercisable or exchangeable for Common Stock shall result in an adjustment to the Fixed Conversion Price only upon the conversion, exercise or exchange issuance of such securities.

Appears in 2 contracts

Samples: Windswept Environmental Group Inc, Windswept Environmental Group Inc

Share Issuances. Subject to the provisions of this Section 63.6, if the Borrower Company shall at any time prior to the conversion or repayment in full of the Principal Amount issue any shares of Common Stock or securities convertible into Common Stock to a person Person other than the Lender Holder or its permitted assigns (otherwise than except (1i) pursuant to Subsections i Sections 3.6(a) or ii above or this subsection e(b) above; (2ii) pursuant to options, warrants, or other obligations to issue shares outstanding on the date hereof as disclosed to Lender the Holder in writing; (3iii) pursuant to options that may be issued under any employee incentive stock option and/or any qualified stock option plan adopted by the Borrower Company), (iv) pursuant to warrants issued to key employees of the Company as part of incentive programs and (v) warrants or options issued by the Company in connection with acquisitions of wholly-owned Subsidiaries in which neither the Company nor any of its Subsidiaries receives any cash consideration) for a consideration per share (the "Offer Price") less than the Fixed Conversion Price in effect at the time of such issuance, then the Fixed Conversion Price shall be immediately reset to such lower Offer Price; or (4) pursuant to any agreement entered into by the Borrower or any of its subsidiaries for the acquisition of another business (whether by stock purchase or asset purchase, merger or otherwise; or (5) for services rendered by consultants; ((1), (2), (3) (4) and (5) above, are hereinafter referred to as the "Excluded Issuances")). For purposes hereof, the issuance of any security of the Borrower Company convertible into or exercisable or exchangeable for Common Stock shall result in an adjustment to the Fixed Conversion Price only upon the conversion, exercise or exchange issuance of such securities.

Appears in 1 contract

Samples: Windswept Environmental Group Inc

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Share Issuances. Subject to the provisions of this Section 63.6, if the Borrower Company shall at any time prior to the conversion or repayment in full of the Principal Amount issue any shares of Common Stock or securities convertible into Common Stock to a person Person other than the Lender Holder (otherwise than except (1i) pursuant to Subsections i Sections 3.6(a) or ii above or this subsection e(b) above; (2ii) pursuant to options, warrants, or other obligations to issue shares outstanding on the date hereof as disclosed to Lender the Holder in writing; (3iii) pursuant to options that may be issued under any employee incentive stock option and/or any qualified stock option bonus plan adopted by the Borrower Company) or (iv) pursuant to an acquisition of a company (including stock or assets) by the Company for a consideration per share (the "Offer PriceOFFER PRICE") less than the Fixed Conversion Price in effect at the time of such issuance, then the Fixed Conversion Price shall be immediately reset to such lower Offer Price; or (4) pursuant to any agreement entered into by the Borrower or any of its subsidiaries for the acquisition of another business (whether by stock purchase or asset purchase, merger or otherwise; or (5) for services rendered by consultants; ((1), (2), (3) (4) and (5) above, are hereinafter referred to as the "Excluded Issuances"))formula below. For purposes hereof, the issuance of any security of the Borrower Company convertible into or exercisable or exchangeable for Common Stock shall result in an adjustment to the Fixed Conversion Price only upon the conversion, exercise or exchange issuance of such securities.. If the Company issues any additional shares of Common Stock for a consideration per share less than the then-applicable Fixed Conversion Price pursuant to this Section 3.6 then, and thereafter successively upon each such issue, the Fixed Conversion Price shall be

Appears in 1 contract

Samples: Fortune Diversified Industries Inc

Share Issuances. Subject to the provisions of this Section 63.6, if the Borrower shall at any time prior to the conversion or repayment in full of the Principal Amount issue any shares of Common Stock to a person other than the Lender Holder (otherwise than (1i) pursuant to Subsections i A or ii B above or this subsection eC; (2ii) pursuant to options, warrants, or other obligations to issue shares outstanding on the date hereof as disclosed to Lender Holder in writing; (3iii) pursuant to options that may be issued under any employee incentive stock option and/or any qualified stock option plan adopted by the Borrower for a consideration per share (the "Offer PriceOFFER PRICE") less than the Fixed Conversion Price in effect at the time of such issuance, then the Fixed Conversion Price shall be immediately reset to such lower Offer Price; or (4iv) pursuant to any agreement entered into by the Borrower Company or any of its subsidiaries for the acquisition of another business (whether by stock purchase or asset purchase, merger or otherwise; or (5v) for services rendered by consultants; ((1i), (2ii), (3iii) (4iv) and (5v) above, are hereinafter referred to as the "Excluded IssuancesEXCLUDED ISSUANCES")). For purposes hereof, the issuance of any security of the Borrower convertible into or exercisable or exchangeable for Common Stock shall result in an adjustment to the Fixed Conversion Price only upon the conversion, exercise or exchange of such securities.

Appears in 1 contract

Samples: Netguru Inc

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