Anti-Dilution Provisions Contract Clauses (71)

Grouped Into 2 Collections of Similar Clauses From Business Contracts

This page contains Anti-Dilution Provisions clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Anti-Dilution Provisions. (a) If there is any stock dividend, stock split, or combination of shares of Common Stock, the number and amount of shares then subject to this option shall be proportionately and appropriately adjusted; no change shall be made in the aggregate purchase price to be paid for all shares subject to this option, but the aggregate purchase price shall be allocated among all shares subject to this option after giving effect to the adjustment. (b) If there is any other change in the Common Stock, inclu...ding recapitalization, reorganization, sale or exchange of assets, exchange of shares, offering of subscription rights, or a merger or consolidation in which the Company is the surviving corporation, an adjustment, if any, shall be made in the shares then subject to this option as the Board may deem equitable. Failure of the Board to provide for an adjustment pursuant to this subparagraph prior to the effective date of any Company action referred to herein shall be conclusive evidence that no adjustment is required in consequence of such action. (c) If the Company is merged into or consolidated with any other corporation, or if it sells all or substantially all of its assets to any other corporation, then either (i) the Company shall cause provisions to be made for the continuance of this option after such event, or for the substitution for this option of an option covering the number and class of securities which the Optionee would have been entitled to receive in such merger or consolidation by virtue of such sale if the Optionee had been the holder of record of a number of shares of Common Stock equal to the number of shares covered by the unexercised portion of this option, or (ii) the Company shall give to the Optionee written notice of its election not to cause such provision to be made and this option shall become exercisable in full (or, at the election of the Optionee, in part) at any time during a period of 20 days, to be designated by the Company, ending not more than 10 days prior to the effective date of the merger, consolidation or sale, in which case this option shall not be exercisable to any extent after the expiration of such 20-day period. View More
Found in INFINITE GROUP INC contract
Anti-Dilution Provisions. (a) If there is any stock dividend, stock split, or combination of shares of Common Stock, the number and amount of shares then subject to this option shall be proportionately and appropriately adjusted; no change shall be made in the aggregate purchase price to be paid for all shares subject to this option, but the aggregate purchase price shall be allocated among all shares subject to this option after giving effect to the adjustment. (b) If there is any other change in the Common Stock, inclu...ding recapitalization, reorganization, sale or exchange of assets, exchange of shares, offering of subscription rights, or a merger or consolidation in which the Company is the surviving corporation, an adjustment, if any, shall be made in the shares then subject to this option as the Board may deem equitable. Failure of the Board to provide for an adjustment pursuant to this subparagraph prior to the effective date of any Company action referred to herein shall be conclusive evidence that no adjustment is required in consequence of such action. (c) If the Company is merged into or consolidated with any other corporation, or if it sells all or substantially all of its assets to any other corporation, then either (i) the Company shall cause provisions to be made for the continuance of this option after such event, or for the substitution for this option of an option covering the number and class of securities which the Optionee would have been entitled to receive in such merger or consolidation by virtue of such sale if the Optionee had been the holder of record of a number of shares of Common Stock equal to the number of shares covered by the unexercised portion of this option, or (ii) the Company shall give to the Optionee written notice of its election not to cause such provision to be made and this option shall become exercisable in full (or, at the election of the Optionee, in part) at any time during a period of 20 days, to be designated by the Company, ending not more than 10 days prior to the effective date of the merger, consolidation or sale, in which case this option shall not be exercisable to any extent after the expiration of such 20-day period. 2 6. Investment Representation; Legend on Certificates. The Optionee agrees that until such time as a registration statement under the Securities Act of 1933, as amended (the "1933 Act"), becomes effective with respect to the option and/or the stock, the Optionee is taking this option and will take the stock underlying this option, for his own account, for investment and not with a view to the resale or distribution thereof. The Company shall have the right to place upon the face of any stock certificate or certificates evidencing shares issuable upon the exercise of this option such legend as the Board may prescribe for the purpose of preventing disposition of such shares in violation of the 1933 Act, as now or hereafter provided. View More
Found in INFINITE GROUP INC contract
Anti-Dilution Provisions. (a) If there is any stock dividend, stock split, or combination (a)In the event that the number of outstanding shares of Common Stock, Stock is changed by a stock dividend, recapitalization, stock split, reverse stock split, subdivision, combination, reclassification or similar change in the capital structure of the Company without consideration, then the Exercise Price and number and amount of shares then subject to this option the Option shall be proportionately and appropriately adjusted; no ...change adjusted as determined by the Committee, whose determination shall be made in final, conclusive and binding upon Optionee and the aggregate purchase price to be paid for all shares subject to this option, but the aggregate purchase price shall be allocated among all shares subject to this option after giving effect to the adjustment. (b) If Company. (b)If there is any other change in the Common Stock, including recapitalization, a reorganization, sale or exchange of assets, exchange of shares, offering of subscription rights, or a merger or consolidation in which the Company is the surviving corporation, an adjustment, if any, shall be made in the shares Shares then subject to this option the Option as the Board of Directors or Committee may deem equitable. equitable, and whose determination shall be final, conclusive and binding upon Optionee and the Company. Failure of the Board of Directors or the Committee to provide for an adjustment pursuant to this subparagraph paragraph 3(b) prior to the effective date of any Company action referred to herein in this paragraph 3(b) shall be conclusive evidence that no adjustment is required in consequence of such action. (c) If ACTIVE.125427969.08 (c)If the Company is merged into or consolidated with any other corporation and the Company is not the surviving corporation, or if it the Company sells all or substantially all of its the Company's assets to any other corporation, then either either: (i) the Company shall cause provisions to be made for the continuance of this option the Option after such event, event or for the substitution for this option the Option of an option covering the number and class of securities which the Optionee would have been entitled to receive in such merger merger, consolidation or consolidation by virtue of such sale if the Optionee had been the holder of record of a number of shares of Common Stock equal to the number of shares Shares covered by the unexercised portion of this option, the Option immediately prior to such merger, consolidation or sale; or (ii) the Company shall give to the Optionee written notice of its the Company's election not to cause such any provision to be made and this option under the preceding clause (i) and, then only in such event the Option shall become exercisable in full (or, at the election of the Optionee, in part) at any time during a period of 20 days, to be designated by the Company, ending not more than 10 days one business day prior to the effective date of the merger, consolidation or sale, in which case this option the Option shall not be exercisable to any extent after the expiration of such 20-day period. Notwithstanding the provisions of this paragraph 3(c), in no event shall the Option be exercisable after the Expiration Date. View More
Found in TYME TECHNOLOGIES, INC. contract
View Variations (3)
Anti-Dilution Provisions. In the event that, during the term of the Option, there is any change in the number or kind of shares of outstanding Stock of the Company by reason of stock dividends, recapitalizations, mergers, consolidations, split-ups, combinations or exchanges of shares and the like, the number of underlying Shares covered by the Option and the exercise price thereof shall be adjusted, to the same proportionate number of Shares and price as in the original grant of the Option.
Found in Stereotaxis, Inc. contract
Anti-Dilution Provisions. In the event that, during the term of the Option, this Agreement, there is any change in the number or kind of shares of outstanding Common Stock of the Company by reason of stock dividends, recapitalizations, mergers, consolidations, split-ups, combinations or exchanges of shares and the like, not including any issuances of shares for consideration or capital increases by the Company, the number of underlying Shares shares covered by the Option this option agreement and the exercise price there...of shall be adjusted, to the same proportionate number of Shares shares and price as in the this original grant of the Option. agreement. View More
Found in TRAVELZOO contract
View Variation