When Adjustment Is Not To Be Made Sample Clauses

When Adjustment Is Not To Be Made. No adjustment pursuant to the --------------------------------- provisions of Section 3.3(a) shall be made if such adjustment would result in -------------- the number of shares of Common Stock for which each Warrant is exercisable being lower, or a Warrant Price that is higher, than was the case immediately prior to such adjustment. In the event that, with respect to any such distribution, the Current Market Price referred to in clause (i)(x) of Section 3.3(a) less than -------------- the amount referred to in clause (i)(y) of Section 3.3(a), then the adjustment -------------- provided for in Section 3.3(a) shall not be made. In lieu thereof, but subject -------------- to Section 3.3(c), the type and number and amount of securities and other -------------- property deliverable upon exercise of any Warrant determined as of immediately prior to the effective date for such adjustment specified in Section 3.3(c)shall -------------- be adjusted so that the holder of any such Warrant thereafter surrendered for conversion shall be entitled to receive the kind and number or amount of shares of Common Stock (or other capital stock of the Corporation), other Warrant Securities and other property which such holder would have received had such Warrant been exercised immediately prior to
Sample 1
AutoNDA by SimpleDocs
When Adjustment Is Not To Be Made. No adjustment pursuant to the provisions of Section 3.3(a) shall be made if such adjustment would result in the number of shares of Common Stock for which each Warrant is exercisable being lower, or a Warrant Price that is higher, than was the case immediately prior to such adjustment. In addition, at the election of the Majority Holders made within 30 days of receipt of the notice with respect to such adjustment issued pursuant to Section 3.10, in lieu of the adjustment pursuant to Section 3.3(a), but subject to Section 3.3(c), the type and number and amount of securities and other property deliverable upon exercise of any Warrant determined as of immediately prior to the effective date for such adjustment specified in Section 3.3(c) shall be adjusted so that the holder of any such Warrant thereafter surrendered for conversion shall be entitled to receive the kind and number or amount of shares of Common Stock (or other capital stock of the Corporation), other Warrant Securities and other property which such holder would have received (after giving effect to all adjustments required by this Article III) had such Warrant been exercised immediately prior to
Sample 1

Related to When Adjustment Is Not To Be Made

  • When Adjustment Not Required If the Issuer shall take a record of the holders of its Common Stock for the purpose of entitling them to receive a dividend or distribution or subscription or purchase rights and shall, thereafter and before the distribution to stockholders thereof, legally abandon its plan to pay or deliver such dividend, distribution, subscription or purchase rights, then thereafter no adjustment shall be required by reason of the taking of such record and any such adjustment previously made in respect thereof shall be rescinded and annulled.

  • When Adjustments to Be Made The adjustments required by this Section 4 shall be made whenever and as often as any specified event requiring an adjustment shall occur, except that any adjustment of the number of shares of Common Stock for which this Warrant is exercisable that would otherwise be required may be postponed (except in the case of a subdivision or combination of shares of the Common Stock, as provided for in Section 4(b)) up to, but not beyond the date of exercise if such adjustment either by itself or with other adjustments not previously made adds or subtracts less than one percent (1%) of the shares of Common Stock for which this Warrant is exercisable immediately prior to the making of such adjustment. Any adjustment representing a change of less than such minimum amount (except as aforesaid) which is postponed shall be carried forward and made as soon as such adjustment, together with other adjustments required by this Section 4 and not previously made, would result in a minimum adjustment or on the date of exercise. For the purpose of any adjustment, any specified event shall be deemed to have occurred at the close of business on the date of its occurrence.

  • Adjustment of Purchase Price, Number and Kind of Securities or Number of Rights The Purchase Price, the number and kind of securities issuable upon exercise of each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this Section 11.

  • Consideration Adjustment The Parties agree to treat all payments made pursuant to this Article IX as adjustments to the Cash Distribution for Tax purposes, except as otherwise required by Law following a final determination by the U.S. Internal Revenue Service or a Governmental Authority with competent jurisdiction.

  • Adjustment of Purchase Price, Number and Kind of Shares or Number of Rights (a) (i) If the Company shall at any time after the date of this Agreement (A) pay a dividend on the Preferred Stock payable in shares of Preferred Stock, (B) subdivide the outstanding Preferred Stock into a greater number of shares, (C) combine the outstanding Preferred Stock into a smaller number of shares or (D) issue any shares of its capital stock in a reclassification of the Preferred Stock (including any such reclassification in connection with a consolidation or merger involving the Company), the Purchase Price in effect immediately prior to the record date for such dividend or of the effective date of such subdivision, combination or reclassification, and the number and kind of shares of Preferred Stock or other capital stock issuable on such date shall be proportionately adjusted so that each holder of a Right shall (except as otherwise provided herein, including Section 7(d)) thereafter be entitled to receive, upon exercise thereof at the Purchase Price in effect immediately prior to such date, the aggregate number and kind of shares of Preferred Stock or other capital stock, as the case may be, which, if such Right had been exercised immediately prior to such date and at a time when the applicable transfer books of the Company were open, such holder would have been entitled to receive upon such exercise and by virtue of such dividend, subdivision, combination or reclassification. If an event occurs which requires an adjustment under both this Section 11(a)(i) and Section 11(a)(ii), the adjustment provided for in this Section 11(a)(i) shall be in addition to, and shall be made prior to, any adjustment required pursuant to Section 11(a)(ii).

  • Adjustment of Exercise Price, Number and Kind of Shares or Number of Rights The Exercise Price, the number and kind of shares covered by each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this Section 11.

  • Anti-Dilution Adjustment For the avoidance of doubt, the terms of Section 4(c) of the Plan, relating to anti-dilution adjustments, will apply to the SAR.

  • When Adjustment May Be Deferred No adjustment in the Conversion Rate need be made unless the adjustment would require an increase or decrease of at least 1% in the Conversion Rate. Any adjustments that are not made shall be carried forward and taken into account in any subsequent adjustment. All calculations under this Article 11 shall be made to the nearest cent or to the nearest 1/1,000th of a share, as the case may be.

  • Adjustment of Purchase Price, Number of Shares or Number of Rights The Purchase Price, the number of Preferred Shares covered by each Right and the number of Rights outstanding are subject to adjustment from time to time as provided in this Section 11.

  • No Adjustment of Exercise Price in Certain Cases No adjustment of the Exercise Price shall be made:

Time is Money Join Law Insider Premium to draft better contracts faster.