Common use of Certificate as to Adjustment Clause in Contracts

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty (30) days thereafter, the Corporation shall furnish to each Holder at the address specified for such Holder in the books and records of the Corporation (or at such other address as may be provided to the Corporation in writing by such Holder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation of a written request by any Holder, but in any event not later than thirty (30) days thereafter, the Corporation shall furnish to such Holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares or the amount, if any, of other shares of stock, securities or assets then issuable to such Holder upon conversion of the Shares of Series B Convertible Preferred Stock held by such Holder.

Appears in 1 contract

Sources: Investment Agreement (AgroFresh Solutions, Inc.)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to each Holder holder of record of Series B Preferred Stock at the address specified for such Holder holder in the books and records of the Corporation Company (or at such other address as may be provided to the Corporation Company in writing by such Holderholder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation Company of a written request by any Holderholder of Series B Preferred Stock, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to such Holder holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares or the amount, if any, of other shares of stock, securities or assets then issuable to such Holder holder upon conversion of the Shares of Series B Convertible Preferred Stock held by such Holderholder.

Appears in 1 contract

Sources: Investment Agreement (Verint Systems Inc)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to each Holder holder of record of Series A Preferred Shares at the address specified for such Holder holder in the books and records register of members of the Corporation Company (or at such other address as may be provided to the Corporation Company in writing by such Holderholder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation Company of a written request by any Holderholder of Series A Preferred Shares, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to such Holder holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares Securities or the amount, if any, of other shares of stockshares, securities or assets then issuable to such Holder holder upon conversion of the Series A Preferred Shares of Series B Convertible Preferred Stock held by such Holderholder.

Appears in 1 contract

Sources: Investment Agreement (21Vianet Group, Inc.)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty (30) days thereafter, the Corporation shall furnish to each Holder at the address specified for such Holder in the books and records of the Corporation (or at such other address as may be provided to the Corporation in writing by such Holder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation of a written request by any Holder, but in any event not later than thirty (30) days thereafter, the Corporation shall furnish to such Holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares or the amount, if any, of other shares of stock, securities or assets then issuable to such Holder upon conversion of the Shares of Series B B-1 Convertible Preferred Stock held by such Holder.

Appears in 1 contract

Sources: Investment Agreement (AgroFresh Solutions, Inc.)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion PriceRatio, but in any event not later than thirty (30) days thereafter, the Corporation shall furnish to each Holder at the address specified for such Holder in the books and records of the Corporation (or at such other address as may be provided to the Corporation in writing by such Holder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation of a written request by any Holder, but in any event not later than thirty (30) days thereafter, the Corporation shall furnish to such Holder a certificate of an executive officer certifying the Conversion Price Ratio then in effect and the number of Conversion Shares or the amount, if any, of other shares of stock, securities or assets then issuable to such Holder upon conversion of the Shares of Series B Convertible Preferred Stock held by such Holder.

Appears in 1 contract

Sources: Merger Agreement (Quantum Computing Inc.)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty (30) days thereafter, the Corporation shall furnish to each Holder holder of record of Series B Preferred Stock at the address specified for such Holder holder in the books and records of the Corporation (or at such other address as may be provided to the Corporation in writing by such Holderholder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation of a written request by any Holderholder of Series B Preferred Stock, but in any event not later than thirty (30) days thereafter, the Corporation shall furnish to such Holder holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares or the amount, if any, of other shares of stock, securities or assets then issuable to such Holder holder upon conversion of the Shares of Series B Convertible Preferred Stock held by such Holderholder.

Appears in 1 contract

Sources: Securities Purchase Agreement (Rubicon Technologies, Inc.)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to each Holder holder of record of Series A-1 Preferred Shares at the address specified for such Holder holder in the books and records register of members of the Corporation Company (or at such other address as may be provided to the Corporation Company in writing by such Holderholder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) . As promptly as reasonably practicable following the receipt by the Corporation Company of a written request by any Holderholder of Series A-1 Preferred Shares, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to such Holder holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares Securities or the amount, if any, of other shares of stockshares, securities or assets then issuable to such Holder holder upon conversion of the Series A-1 Preferred Shares of Series B Convertible Preferred Stock held by such Holderholder.

Appears in 1 contract

Sources: Investment Agreement (Blackstone Tactical Opportunities Management Associates (Cayman) - NQ L.P.)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to each Holder holder of record of Series A Preferred Stock at the address specified for such Holder holder in the books and records of the Corporation Company (or at such other address as may be provided to the Corporation Company in writing by such Holderholder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation Company of a written request by any Holderholder of Series A Preferred Stock, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to such Holder holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares or the amount, if any, of other shares of stock, securities or assets then issuable to such Holder holder upon conversion of the Shares of Series B Convertible A Preferred Stock held by such Holderholder.

Appears in 1 contract

Sources: Investment Agreement (Verint Systems Inc)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty ten (3010) days thereafter, the Corporation shall furnish to each Holder holder of record of Series B Preferred Stock at the address specified for such Holder holder in the books and records of the Corporation (or at such other address as may be provided to the Corporation in writing by such Holderholder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation of a written request by any Holderholder of Series B Preferred Stock, but in any event not later than thirty ten (3010) days thereafter, the Corporation shall furnish to such Holder holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares or the amount, if any, of other shares of stock, securities securities, or assets then issuable to such Holder holder upon conversion of the Shares of Series B Convertible Preferred Stock held by such Holderholder.

Appears in 1 contract

Sources: Securities Purchase Agreement (First Light Acquisition Group, Inc.)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to each Holder holder of record of Series A-1 Preferred Shares at the address specified for such Holder holder in the books and records register of members of the Corporation Company (or at such other address as may be provided to the Corporation Company in writing by such Holderholder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation Company of a written request by any Holderholder of Series A-1 Preferred Shares, but in any event not later than thirty (30) days thereafter, the Corporation Company shall furnish to such Holder holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares Securities or the amount, if any, of other shares of stockshares, securities or assets then issuable to such Holder holder upon conversion of the Series A-1 Preferred Shares of Series B Convertible Preferred Stock held by such Holderholder.

Appears in 1 contract

Sources: Investment Agreement (VNET Group, Inc.)

Certificate as to Adjustment. (i) As promptly as reasonably practicable following any adjustment of the Conversion Price, but in any event not later than thirty ten (3010) days thereafter, the Corporation Company shall furnish to each Holder holder of record of Series A Preferred Stock at the address specified for such Holder holder in the books and records of the Corporation Company (or at such other address as may be provided to the Corporation Company in writing by such Holderholder) a certificate of an executive officer setting forth in reasonable detail such adjustment and the facts upon which it is based and certifying the calculation thereof. (ii) As promptly as reasonably practicable following the receipt by the Corporation Company of a written request by any Holderholder of Series A Preferred Stock, but in any event not later than thirty ten (3010) days thereafter, the Corporation Company shall furnish to such Holder holder a certificate of an executive officer certifying the Conversion Price then in effect and the number of Conversion Shares or the amount, if any, of other shares of stock, securities or assets then issuable to such Holder holder upon conversion of the Shares of Series B Convertible A Preferred Stock held by such Holderholder.

Appears in 1 contract

Sources: Securities Purchase Agreement (Peak Resorts Inc)