Common use of Stock Dividends, Subdivisions and Combinations Clause in Contracts

Stock Dividends, Subdivisions and Combinations. If at any time while this Note is outstanding, the Company shall: (i) cause the holders of its Common Stock to be entitled to receive a dividend payable in, or other distribution of, additional shares of Common Stock, (ii) subdivide its outstanding shares of Common Stock into a larger number of shares of Common Stock, or (iii) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock, then in each such case the Conversion Rate shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock outstanding immediately after such event. Any adjustment made pursuant to clause (i) of this Section 8(e) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, and any adjustment pursuant to clauses (ii) or (iii) of this Section 8(e) shall become effective immediately after the effective date of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that a Conversion Rate is calculated hereunder, then the calculation of such Conversion Rate shall be adjusted appropriately to reflect such event.

Appears in 5 contracts

Sources: Secured Convertible Promissory Note (Axs One Inc), Convertible Promissory Note (Axs One Inc), Secured Convertible Promissory Note (Axs One Inc)

Stock Dividends, Subdivisions and Combinations. If Without limiting any provision of this Note, if the Company, at any time while this Note is outstandingafter the date hereof, the Company shall: (i1) cause the holders pays a stock dividend on one or more classes of its Common Stock to be entitled to receive a dividend payable in, or other distribution of, additional shares of Common Stock, (ii) subdivide its then outstanding shares of Common Stock or Series C Preferred Stock or otherwise makes a distribution on any class of capital stock that is payable in shares of Common Stock or Series C Preferred Stock, (2) subdivides (by any stock split, stock dividend, recapitalization or otherwise) one or more classes of its then outstanding shares of Common Stock or Series C Preferred Stock into a larger number of shares or (3) combines (by combination, reverse stock split or otherwise) one or more classes of Common Stock, or (iii) combine its then outstanding shares of Common Stock or Series C Preferred Stock into a smaller number of shares of Common Stockshares, then in each such case the Conversion Rate Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock (excluding treasury sharesor Series C Preferred Stock, if any) as applicable, outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock or Series C Preferred Stock, as applicable, outstanding immediately after such event. Any adjustment made pursuant to clause (i1) of this Section 8(e) paragraph shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, and any adjustment pursuant to clauses clause (ii2) or (iii3) of this Section 8(e) paragraph shall become effective immediately after the effective date of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that a Conversion Rate an Exercise Price is calculated used in any calculation hereunder, then the in such calculation of such Conversion Rate Exercise Price shall be adjusted appropriately to reflect such event.

Appears in 4 contracts

Sources: Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.), Securities Purchase Agreement (NanoVibronix, Inc.)

Stock Dividends, Subdivisions and Combinations. If If, at any time while this Note is outstandingafter the Closing Date, the Company shall: (i) cause the holders pay a dividend in shares of its Common Stock to be entitled to receive or make a dividend payable in, or other distribution of, additional in shares of Common Stock,; or (ii) subdivide subdivide, split or reclassify its outstanding shares of Common Stock into a larger number of shares of Common Stock, ; or (iii) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock, then in each such case the Conversion Rate shall be multiplied by a fraction of which the numerator shall be ; (A) the number of shares Warrant Shares issuable upon exercise of Common Stock (excluding treasury shares, each Warrant shall be adjusted so as to equal the number of Warrant Shares that the Holder of such Warrant would have held immediately after the occurrence of such event if any) outstanding the Holder had exercised such Warrant immediately before prior to the occurrence of such event and (B) the Exercise Price shall be adjusted to be equal to (x) the Exercise Price immediately prior to the occurrence of such event multiplied by (y) a fraction (1) the numerator of which the denominator shall be is the number of shares Warrant Shares issuable upon exercise of Common Stock outstanding this Warrant immediately prior to the adjustment in clause (A) and (2) the denominator of which is the number of Warrant Shares issuable upon exercise of this Warrant immediately after such eventthe adjustment in clause (A). Any An adjustment made pursuant to clause (i) of this Section 8(e) 5.2 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, and any adjustment pursuant to clauses (ii) or (iii) of this Section 8(e) shall become effective immediately after the effective date occurrence of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during retroactive to the period that a Conversion Rate is calculated hereunderrecord date, then the calculation of such Conversion Rate shall be adjusted appropriately to reflect if any, for such event.

Appears in 3 contracts

Sources: Warrant Agreement (Pw Eagle Inc), Warrant Agreement (Eagle Pacific Industries Inc/Mn), Warrant Agreement (Carrizo Oil & Gas Inc)

Stock Dividends, Subdivisions and Combinations. If the Company, at any time while this Note Warrant is outstanding, the Company shall: : (i) cause pays a stock dividend or otherwise makes a distribution or distributions on its Ordinary Shares (which, for avoidance of doubt, shall not include any Ordinary Shares issued by the holders Company upon exercise of its Common Stock to be entitled to receive a dividend payable inthis Warrant), or other distribution of, additional shares of Common Stock, (ii) subdivide its subdivides outstanding shares of Common Stock Ordinary Shares into a larger number of shares of Common Stockshares, or (iii) combine its combines (including by way of reverse stock split) outstanding shares of Common Stock Ordinary Shares into a smaller number of shares or (iv) issues by reclassification of Common StockOrdinary Shares any shares of capital stock of the Company, then in each such case the Conversion Rate Exercise Price shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Stock Ordinary Shares (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Stock Ordinary Shares outstanding immediately after such event, and the number of shares issuable upon exercise of this Warrant shall be proportionately adjusted such that the aggregate Exercise Price of this Warrant shall remain unchanged. Any adjustment made pursuant to clause (i) of this Section 8(e3(a) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, distribution and any adjustment pursuant to clauses (ii) or (iii) of this Section 8(e) shall become effective immediately after the effective date in the case of such subdivision a subdivision, combination or combinationre classification. If any event requiring an adjustment under this paragraph occurs during Notwithstanding the period that a Conversion Rate is calculated hereunderforegoing, then the calculation of such Conversion Rate no adjustments shall be adjusted appropriately made to reflect such eventthe Warrant as a result of the Reverse Split.

Appears in 2 contracts

Sources: Warrant Agreement (Compass Acquisition CORP), Warrant Agreement (Compass Acquisition CORP)

Stock Dividends, Subdivisions and Combinations. If at any time while this Note is outstanding, the Company Unify shall: (i) cause the holders of its Unify Common Stock to be entitled to receive a dividend payable in, or other distribution of, additional shares of Unify Common Stock,; (ii) subdivide its outstanding shares of Unify Common Stock into a larger number of shares of Unify Common Stock, ; or (iii) combine its outstanding shares of Unify Common Stock into a smaller number of shares of Common Stock, then in each such case the Conversion Rate shall be multiplied by a fraction of which the numerator shall be the number of shares of Unify Common Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Unify Common Stock outstanding immediately after such event. Any adjustment made pursuant to clause (i) of this Section 8(e8(d) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, and any adjustment pursuant to clauses (ii) or (iii) of this Section 8(e8(d) shall become effective immediately after the effective date of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that a Conversion Rate is calculated hereunder, then the calculation of such Conversion Rate shall be adjusted appropriately to reflect such event.

Appears in 2 contracts

Sources: Subordination Agreement (Axs One Inc), Subordination Agreement (Unify Corp)

Stock Dividends, Subdivisions and Combinations. If at any time while this Note is outstanding, the Company shall: (ia) cause the holders of its Common Stock to be entitled to receive declare a dividend payable in, or other make a distribution of, additional shares Additional Shares of Common Stock, (iib) subdivide its outstanding shares of Common Stock into a larger number of shares of Common Stock, or (iiic) combine its outstanding shares of Common Stock into a smaller number of shares of Common Stock, then in each such case the Conversion Rate shall be multiplied by a fraction of which the numerator shall be (i) the number of shares of Common Stock (excluding treasury shares, if any) outstanding for which this Warrant is exercisable immediately before after the occurrence of any such event shall be adjusted to equal the number of shares of Common Stock which a record holder of the same number of shares of Common Stock for which this Warrant is exercisable immediately prior to the occurrence of such event would own or be entitled to receive after the happening of such event, and (ii) the Warrant Price shall be adjusted to equal the price determined by multiplying the Warrant Price by a fraction the denomination of which the denominator shall be the number of shares of Common Stock outstanding immediately after giving effect to such eventaction, and numerator of which shall be the number of shares outstanding immediately prior to such action. Any adjustment made pursuant to clause (i) of this the Section 8(e) 4.1 shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, distribution and any adjustment pursuant to clauses (ii) or (iii) of this Section 8(e) shall become effective immediately after the effective date in the case of such a subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that a Conversion Rate is calculated hereunder, then the calculation of such Conversion Rate shall be adjusted appropriately to reflect such event.

Appears in 1 contract

Sources: Warrant Agreement (Columbia Laboratories Inc)

Stock Dividends, Subdivisions and Combinations. If at any time while this Note is outstanding, the Company shall: (i) cause the holders of its Common Series C Preferred Stock to be entitled to receive a dividend payable in, or other distribution of, additional shares of Common Series C Preferred Stock, (ii) subdivide its outstanding shares of Common Series C Preferred Stock into a larger number of shares of Common Series C Preferred Stock, or (iii) combine its outstanding shares of Common Series C Preferred Stock into a smaller number of shares of Common Series C Preferred Stock, then in each such case the Conversion Rate shall be multiplied by a fraction of which the numerator shall be the number of shares of Common Series C Preferred Stock (excluding treasury shares, if any) outstanding immediately before such event and of which the denominator shall be the number of shares of Common Series C Preferred Stock outstanding immediately after such event. Any adjustment made pursuant to clause (i) of this Section 8(e) shall become effective immediately after the record date for the determination of stockholders entitled to receive such dividend or distribution, and any adjustment pursuant to clauses (ii) or (iii) of this Section 8(e) shall become effective immediately after the effective date of such subdivision or combination. If any event requiring an adjustment under this paragraph occurs during the period that a Conversion Rate is calculated hereunder, then the calculation of such Conversion Rate shall be adjusted appropriately to reflect such event.

Appears in 1 contract

Sources: Securities Purchase Agreement (Virtual Piggy, Inc.)