Common use of Warrants and Issuance of Warrant Certificates Clause in Contracts

Warrants and Issuance of Warrant Certificates. (a) Each Warrant shall initially entitle the Registered Holder of the Warrant Certificate representing such Warrant to purchase at the Purchase Price therefor from the Initial Warrant Exercise Date until the Warrant Expiration Date one share of Common Stock upon the exercise thereof in accordance with the terms hereof, subject to modification and adjustment as provided in Section 8. (b) Upon execution of this Agreement, Warrant Certificates representing the number of Warrants sold pursuant to the Underwriting Agreement (subject to modification and adjustment as provided in Section 8) shall be executed by the Company and delivered to the Warrant Agent. (c) Upon exercise of the Representative's Warrants as provided therein, Warrant Certificates representing all or a portion of 400,000 Warrants to purchase up to an aggregate of 400,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8 hereof and in the Representative's Warrant Agreement) shall be countersigned, issued and delivered by the Warrant Agent upon written order of the Company signed by its Chairman of the Board, Chief Executive Officer, President or a Vice President and by its Treasurer or an Assistant Treasurer or its Secretary or an Assistant Secretary. (d) From time to time, up to the Warrant Expiration Date or the Redemption Date, whichever date is earlier, the Warrant Agent shall countersign and deliver Warrant Certificates in required denominations of one or whole number multiples thereof to the person entitled thereto in connection with any transfer or exchange permitted under this Agreement. Except as provided herein, no Warrant Certificates shall be issued except (i) Warrant Certificates initially issued hereunder, those issued pursuant to the exercise of the Over-

Appears in 1 contract

Samples: Warrant Agreement (Conserver Corp of America)

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Warrants and Issuance of Warrant Certificates. (a) Each One Warrant shall initially entitle the Registered Holder of the Warrant Certificate representing such Warrant to purchase at the Purchase Price therefor from the Initial Warrant Exercise Date until the Warrant Expiration Date one share of Common Stock upon the exercise thereof in accordance with the terms hereofthereof, subject to modification and adjustment as provided in Section 8. 8 (b) Upon execution of this Agreement, Warrant Certificates representing the number 800,000 Redeemable Warrants to purchase up to an aggregate of Warrants sold pursuant to the Underwriting Agreement 80,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8) shall be executed by the Company and delivered to the Warrant Agent. (c) Upon exercise of the Representative's Warrants as provided thereinOver-allotment Option, in whole or in part, and payment of the applicable sums, Warrant Certificates representing all or a portion of 400,000 up to 120,000 Redeemable Warrants to purchase up to an aggregate of 400,000 120,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8) shall be executed by the Company and delivered to the Warrant Agent. (d) Upon exercise of the Underwriter's Warrants as provided therein, and payment of the applicable exercise price, Warrant Certificates representing 80,000 Common Stock Warrants to purchase up to an aggregate of 80,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8 hereof and in the RepresentativeUnderwriter's Warrant Agreement) ), shall be countersigned, issued executed by the Company and delivered by to the Warrant Agent upon written order of the Company signed by its Chairman of the Board, Chief Executive Officer, President or a Vice President and by its Treasurer or an Assistant Treasurer or its Secretary or an Assistant SecretaryAgent. (de) From time to time, up to the Warrant Expiration Date or the Redemption Date, whichever date is earlieras the case may be, the Warrant Agent shall countersign and deliver Warrant Certificates in required denominations of one or whole number multiples multiplies thereof to the person entitled thereto in connection with any transfer or exchange permitted under this Agreement. Except as provided hereinin Section 7 hereof, no Warrant Certificates shall be issued except (i) Warrant Certificates initially issued hereunder, those (ii) Warrant Certificates issued pursuant to the exercise upon any transfer or exchange of the Over-Warrants, (iii) Warrant

Appears in 1 contract

Samples: Agreement (Apollo International of Delaware Inc)

Warrants and Issuance of Warrant Certificates. (a) Each Warrant shall initially entitle the Registered Holder of the Warrant Certificate representing such Warrant to purchase at the Purchase Price therefor from the Initial Warrant Exercise Date until the Warrant Expiration Date one (1) share of Common Stock upon the exercise thereof thereof, in accordance with the terms hereof, subject to modification and adjustment as provided in Section 89. (b) Upon execution of this Agreement, Warrant Certificates representing the number of Warrants sold pursuant to the Underwriting Agreement (subject to modification and adjustment as provided in Section 8) shall be executed by the Company and delivered to the Warrant Agent. (c) Upon exercise written order of the Representative's Warrants as provided thereinCompany signed by its President or Chairman or a Vice President and by its Secretary or an Assistant Secretary, the Warrant Certificates representing all or a portion of 400,000 Warrants to purchase up to an aggregate of 400,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8 hereof and in the Representative's Warrant Agreement) shall be countersigned, issued and delivered by the Warrant Agent upon written order in accordance with the terms of the Company signed by its Chairman Underwriting Agreement. (c) From time to time, up to the Warrant Expiration Date, the Transfer Agent shall countersign and deliver stock certificates in required whole number denominations representing up to an aggregate of 3,625,000 shares of Common Stock, subject to adjustment as described herein, upon the Board, Chief Executive Officer, President or a Vice President and by its Treasurer or an Assistant Treasurer or its Secretary or an Assistant Secretaryexercise of Warrants in accordance with this Agreement. (d) From time to time, up to the Warrant Expiration Date or the Redemption Date, whichever date is earlier, the Warrant Agent shall countersign and deliver Warrant Certificates in required denominations of one or whole number multiples thereof denominations to the person persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. Except as ; provided herein, that no Warrant Certificates shall be issued except to (i) Warrant Certificates those initially issued hereunder, (ii) those issued pursuant to on or after the Initial Warrant Exercise Date, upon the exercise of fewer than all Warrants represented by any Warrant Certificate, to evidence any unexercised Warrants held by the Over-exercising Registered Holder, (iii) those issued upon any transfer or exchange pursuant to Section 6; (iv) those issued in replacement of lost, stolen, destroyed or mutilated Warrant Certificates pursuant to Section 7; and at the option of the Company, in such form as may be approved by its Board of Directors, to reflect any adjustment or change in the Purchase Price, the number of shares of Common Stock purchasable upon exercise of the Warrants or the Redemption Price therefor made pursuant to Section 9.

Appears in 1 contract

Samples: Warrant Agreement (Rockwell Medical Technologies Inc)

Warrants and Issuance of Warrant Certificates. (a) Each Warrant shall initially entitle the Registered Holder of the Warrant Certificate representing such Warrant to purchase at the Purchase Price therefor from the Initial Warrant Exercise Date until the Warrant Expiration Date one share of Common Stock upon the exercise thereof in accordance with the terms hereofthereof, subject to modification and adjustment as provided in Section 8. (b) Upon execution of this Agreement, Warrant Certificates representing the number 1,080,000 Warrants to purchase up to an aggregate of Warrants sold pursuant to the Underwriting Agreement 1,080,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8) shall be executed by the Company and delivered to the Warrant Agent. (c) Upon exercise of the RepresentativeUnderwriter's Warrants as provided therein, Warrant Certificates representing all or a portion of 400,000 324,000 Warrants, including the Warrants contained in the Underwriter's Warrants to purchase up to an aggregate of 400,000 324,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8 hereof and in the Representative's Underwriters' Warrant Agreement) ), shall be countersigned, issued and delivered by the Warrant Agent upon written order of the Company signed by its Chairman of the Board, Chief Executive Officer, President or a Vice President and by its Treasurer or an Assistant Treasurer or its Secretary or an Assistant Secretary. (d) From time to time, up to the Warrant Expiration Date or the Redemption Date, whichever date is earlieras the case may be, the Warrant Agent shall countersign and deliver Warrant Certificates in required denominations of one or whole number multiples thereof to the person entitled thereto in connection with any transfer or exchange permitted under this Agreement. Except as provided herein, no No Warrant Certificates shall be issued except (i) Warrant Certificates initially issued hereunder, those (ii) Warrant Certificates issued upon any transfer or exchange of Warrants, (iii) Warrant Certificates issued in replacement of lost, stolen, destroyed or mutilated Warrant Certificates pursuant to Section 7, (iv) Warrant Certificates issued pursuant to the Underwriter's Warrant Agreement (including Warrants in excess of the Underwriter's Warrants to purchase 162,000 shares of Common Stock and 324,000 Warrants issued as a result of the anti-dilution provisions contained in the Underwriter's Warrant Agreement), and (v) at the option of the Company, Warrant Certificates in such form as may be approved by its Board of Directors, to reflect any adjustment or change in the Purchase Price, the number of shares of Common Stock purchasable upon exercise of the Over-Warrants or the redemption price therefor made pursuant to Section 8 hereof.

Appears in 1 contract

Samples: Agreement (Xetal Inc)

Warrants and Issuance of Warrant Certificates. (a) Each Warrant shall initially entitle the Registered Holder of the Warrant Certificate representing such Warrant to purchase at the Purchase Price therefor from the Initial Warrant Exercise Date until the Warrant Expiration Date one share of Common Stock Share upon the exercise thereof in accordance with the terms hereofthereof, subject to modification and adjustment as provided in Section 8. (b) Upon execution of this Agreement, Warrant Certificates representing up to an aggregate of 3,000,000 Warrants to purchase the number Warrant Shares, attached to certificates representing 15,000,000 Common Shares in Units each consisting of Warrants sold pursuant to the Underwriting Agreement (subject to modification 10 Common Shares and adjustment as provided in Section 8) two Warrants, shall be executed by the Company and delivered to the Warrant Agent. (c) Upon exercise Agent and, after the attached certificates for Common Shares shall have been duly countersigned by the Transfer Agent of the Representative's Warrants as provided thereinCompany’s Common Shares, Warrant Certificates representing all or a portion of 400,000 Warrants to purchase up to an aggregate of 400,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8 hereof and in the Representative's Warrant Agreement) shall be countersigned, issued and delivered by the Warrant Agent upon written order of the Company signed by its Chairman of the Board, Chief Executive Officer, President or a Vice President and by its Treasurer or an Assistant Treasurer or its Secretary or an Assistant Secretary. (d) From time to time, up to the Warrant Expiration Date or the Redemption Date, whichever date is earlier, the Warrant Agent shall countersign and deliver Warrant Certificates in required denominations of one or whole number multiples thereof denominations to the person persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. Except as provided hereinin Section 7 hereof, no Warrant Certificates shall be issued except (i) Warrant Certificates initially initially, up to the Trading Date, issued hereunderhereunder and attached to certificates for a number of Common Shares equal to 5 times the number of Warrants represented thereby, those (ii) Warrant Certificates issued on or after the Trading Date, upon transfer thereof by the holder pursuant to Section 6, (iii) Warrant Certificates issued on or after the Initial Exercise Date, upon the partial exercise of any Warrant to evidence the Over-portion of such Warrant not exercised, and (iv) Warrant Certificates issued on or after the Exercise Date, upon any transfer or exchange of Warrants.

Appears in 1 contract

Samples: Purchase Warrant Agreement (Parallel Petroleum Corp)

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Warrants and Issuance of Warrant Certificates. (a) Each Warrant shall initially entitle the Registered Holder of the Warrant Certificate representing such Warrant to purchase at the Purchase Price therefor from the Initial Warrant Exercise Date until the Warrant Expiration Date one share of Common Stock upon the exercise thereof in accordance with the terms hereof, subject to modification and adjustment as provided in Section 8. (b) Upon execution of this Agreement, Warrant Certificates representing the number of Warrants sold pursuant to the Underwriting Agreement (subject to modification and adjustment as provided in Section 8) shall be executed by the Company and delivered to the Warrant Agent. (c) Upon exercise of the Representative's Warrants as provided therein, Warrant Certificates representing all or a portion of 400,000 250,000 Warrants to purchase up to an aggregate of 400,000 250,000 shares of Common Stock (subject to modification and adjustment as provided in Section 8 hereof and in the Representative's Warrant Agreement) ), shall be countersigned, issued and delivered by the Warrant Agent upon written order of the Company signed by its Chairman of the Board, Chief Executive Officer, President or a Vice President and by its Treasurer or an Assistant Treasurer or its Secretary or an Assistant Secretary. (d) From time to time, up to the Warrant Expiration Date or the Redemption Date, whichever date is earlier, the Warrant Agent shall countersign and deliver Warrant Certificates in required denominations of one or whole number multiples thereof to the person entitled thereto in connection with any transfer or exchange permitted under this Agreement. Except as provided herein, no Warrant Certificates shall be issued except (i) Warrant Certificates initially issued hereunder, hereunder and those issued pursuant to on or after the exercise of the Over-Initial Warrant

Appears in 1 contract

Samples: Warrant Agreement (Ophidian Pharmaceuticals Inc)

Warrants and Issuance of Warrant Certificates. (a) Each Warrant shall initially entitle the Registered Holder of the Warrant Certificate representing such Warrant to purchase at the Purchase Price therefor from the Initial Warrant Exercise Date until the Warrant Expiration Date one share of Common Stock upon the exercise thereof in accordance with during a term to commence on the terms hereofInitial Exercise Date and expire on the Expiration Date, subject to modification and adjustment as provided in Section 811. (b) Each Warrant shall remain attached to its share as a Unit until the Initial Exercise Date and shall not be separately tradeable until 30 days from that date. Upon execution of this AgreementAgreement and thereafter, Warrant Certificates representing Warrants to purchase the number of Warrants sold pursuant to the Underwriting Agreement (subject to modification and adjustment as provided in Section 8) shares shall be executed by the Company and delivered to the Warrant Agent. (c) Upon exercise of the Representative's Warrants as provided therein, Warrant Certificates representing all or a portion of 400,000 Warrants to purchase up to an aggregate of 400,000 shares of Common Stock (subject to modification Agent and adjustment as provided in Section 8 hereof and in the Representative's Warrant Agreement) shall be countersigned, issued attached to shares and delivered by the Warrant Agent upon written order of the Company signed by its Chairman of the Boardpresident, Chief Executive Officerany vice president, President or a Vice President and by its Treasurer or an Assistant Treasurer treasurer or its Secretary or an Assistant Secretarysecretary. (d) From time to time, up to until the Warrant Expiration Date or the Redemption Date, whichever date is earlier, the Warrant Agent shall countersign and deliver Warrant Certificates in required whole share denominations of one or whole number multiples thereof to the person persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. Except as provided hereinin Section 10, no Warrant Certificates Certificate shall be issued except (i) Warrant Certificates initially issued hereunderpursuant to the transactions contemplated hereby; (ii) Warrant Certificates issued on or after the Initial Exercise Date upon the partial exercise of any Warrant Certificate to evidence the portion of such Warrant Certificate not exercised; (iii) Warrant Certificates issued upon transfer or exchange of Warrants permitted by this Agreement, those and (iv) Warrant Certificates issued pursuant to the exercise provisions of the Over-Section 11(b).

Appears in 1 contract

Samples: Warrant Agreement (Global Chase Industries Inc)

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