Common use of Issuance Clause in Contracts

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is hereby acknowledged by EnSurge, Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd., a Cayman Islands exempted company, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17, 2011 (the “Issue Date”).

Appears in 2 contracts

Samples: Ensurge Inc, Ensurge Inc

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Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is hereby acknowledged by EnSurge, Inc., a Nevada corporation (the “Company”), Bristol Investment FundSt. Xxxxxx Investments, Ltd.LLC, a Cayman Islands exempted an Illinois limited liability company, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17, 2011 (the “Issue Date”).

Appears in 2 contracts

Samples: Ensurge Inc, Ensurge Inc

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeHOMELAND RESOURCES LTD., Inc., a Nevada corporation A NEVADA CORPORATION (the “Company”); TYPENEX CO-INVESTMENT, Bristol Investment FundLLC, Ltd.A UTAH LIMITED LIABILITY COMPANY, a Cayman Islands exempted company, its successors or registered assigns ITS SUCCESSORS AND/OR REGISTERED ASSIGNS (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number 175,000 shares of fully paid and nonassessable non-assessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated January 22, 2015, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17January 22, 2011 2015 (the “Issue Date”). For the avoidance of doubt, the Purchase Price constitutes payment in full for this Warrant.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Homeland Resources Ltd.), Homeland Resources Ltd.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Initial Cash Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurge, Inc.EMPIRE GLOBAL CORP., a Nevada Delaware corporation (the “"Company"); TYPENEX CO-INVESTMENT, Bristol Investment Fund, Ltd.LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the “Holder”"Investor"), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the "Expiration Date"), the a number of fully paid and nonassessable non-assessable shares (the "Warrant Shares") of the Company’s 's common stock, par value $0.001 0.0001 per share (the "Common Stock"), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $57,500.00 divided by the Exercise Market Price (as defined belowin the Note, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #1 to Purchase Shares of Common Stock (this "Warrant”) "). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated June 17, 2015, to which the Company and Investor are parties (as the Holder (or same may be amended from time to time, the Holder’s predecessor in interest) are parties"Purchase Agreement"). Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August June 17, 2011 2015 (the "Issue Date"). For the avoidance of doubt, the Initial Cash Purchase Price constitutes payment in full for this Warrant.

Appears in 2 contracts

Samples: Empire Global Corp., Empire Global Corp.

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeNaked Brand Group Limited, Inc., a Nevada an Australia corporation (the “Company”), Bristol Investment Fund, Ltd.; St. Gxxxxx Investments LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth second anniversary of the Issue Purchase Price Date (as defined in the Note (as defined in Attachment 1)) occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stocknon-assessable ordinary shares, no par value $0.001 per share (the “Common StockOrdinary Shares”), equal to the outstanding balance number of that certain Secured Convertible Promissory Note Conversion Shares (as defined in the Note) issued to Investor under the Holder pursuant to Note (as defined in the Purchase Agreement (the “Note) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Ordinary Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated February 11, 2020, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17February 11, 2011 2020 (the “Issue Date”).

Appears in 1 contract

Samples: NAKED BRAND GROUP LTD

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is hereby acknowledged by EnSurgeHigh Plains Gas, Inc., a Nevada corporation (the “Company”), Bristol Investment FundTonaquint, Ltd.Inc., a Cayman Islands exempted companyUtah corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to 50% of the outstanding balance of Outstanding Balance (as defined in that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”)) as of its issue date the Issuance Date (as defined in the Note) divided by the Exercise Price (defined below), as such number may be adjusted pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated March 9, 2012, as the same may be amended from time to time (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17March 9, 2011 2012 (the “Issue Date”).

Appears in 1 contract

Samples: High Plains Gas, Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is are hereby acknowledged by EnSurge, ULURU Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Exercisable Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $137,500.00 divided by the Exercise Price (defined below, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #5 to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated June 27, 2012, as the same may be amended from time to time (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 27, 2011 2012 (the “Issue Date”), together with six (6) other similar Warrants to Purchase Common Stock issued pursuant to the terms and conditions of the Purchase Agreement (collectively, the “Warrants”). Pursuant to and in accordance with the terms of the Purchase Agreement, this Warrant is exercisable only once Holder has paid Buyer Note #1 (as defined in the Purchase Agreement) in full in cash (the date such Buyer Note #1 has been paid in full, the “Exercisable Date”). Payment of Buyer Note #1 by means of netting against amounts owed by the Holder under Buyer Note #1 against amounts owed by the Company under the Note shall not be deemed to be payment ‘in cash” for purposes of the preceding sentence, and if Buyer Note #1 is paid through netting, this Warrant shall immediately and automatically terminate. The Company and the Holder hereby acknowledge and agree that, notwithstanding that the Warrants are exercisable at different times, (1) all of the Warrants were issued as of the Issue Date, (2) the Holder assumed the economic risk of investment with respect to all of the Warrants as of the Issue Date, (3) the Holder is not providing any additional consideration for the Warrants following the Issue Date even though some of the Warrants are not exercisable until after the Issue Date, and (4) it is the intent of the parties, for purposes of and consistent with the public policies undergirding Rule 144, that all of the Warrants shall be deemed issued to and acquired by the Holder as of the Issue Date. Nothing contained in this paragraph shall be deemed to modify or limit in any way any of the specific terms and conditions of the Warrants, including without limitation this Warrant.

Appears in 1 contract

Samples: Uluru Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is hereby acknowledged by EnSurgeAethlon Medical, Inc., a Nevada corporation (the “Company”), Bristol Investment Gemini Master Fund, Ltd., a Cayman Islands exempted companycorporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of 2,727,272 fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted pursuant modified according to the terms and conditions of this Warranthereof. This Warrant to Purchase purchase Shares of Common Stock (this “Warrant”) is being issued in exchange for a prior warrant to purchase shares of Common Stock issued to Holder (or Holder's predecessor in interest) on February 12, 2010 pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated February 12, 2010 (the “Purchase Agreement”), ) between the Company and the Holder (or the Holder’s predecessor in interest) to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase AgreementAgreement or other applicable Transaction Document. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17November 22, 2011 2010 (the “Issue Date”).

Appears in 1 contract

Samples: Aethlon Medical Inc

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is are hereby acknowledged by EnSurge, ULURU Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Exercisable Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $137,500.00 divided by the Exercise Price (defined below, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #7 to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated June 27, 2012, as the same may be amended from time to time (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 27, 2011 2012 (the “Issue Date”), together with six (6) other similar Warrants to Purchase Common Stock issued pursuant to the terms and conditions of the Purchase Agreement (collectively, the “Warrants”). Pursuant to and in accordance with the terms of the Purchase Agreement, this Warrant is exercisable only once Holder has paid Buyer Note #3 (as defined in the Purchase Agreement) in full in cash (the date such Buyer Note #3 has been paid in full, the “Exercisable Date”). Payment of Buyer Note #3 by means of netting against amounts owed by the Holder under Buyer Note #3 against amounts owed by the Company under the Note shall not be deemed to be payment ‘in cash” for purposes of the preceding sentence, and if Buyer Note #3 is paid through netting, this Warrant shall immediately and automatically terminate. The Company and the Holder hereby acknowledge and agree that, notwithstanding that the Warrants are exercisable at different times, (1) all of the Warrants were issued as of the Issue Date, (2) the Holder assumed the economic risk of investment with respect to all of the Warrants as of the Issue Date, (3) the Holder is not providing any additional consideration for the Warrants following the Issue Date even though some of the Warrants are not exercisable until after the Issue Date, and (4) it is the intent of the parties, for purposes of and consistent with the public policies undergirding Rule 144, that all of the Warrants shall be deemed issued to and acquired by the Holder as of the Issue Date. Nothing contained in this paragraph shall be deemed to modify or limit in any way any of the specific terms and conditions of the Warrants, including without limitation this Warrant.

Appears in 1 contract

Samples: Uluru Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is are hereby acknowledged by EnSurge, ULURU Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Exercisable Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $137,500.00 divided by the Exercise Price (defined below, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #2 to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated June 27, 2012, as the same may be amended from time to time (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 27, 2011 2012 (the “Issue Date”), together with six (6) other similar Warrants to Purchase Common Stock issued pursuant to the terms and conditions of the Purchase Agreement (collectively, the “Warrants”). Pursuant to and in accordance with the terms of the Purchase Agreement, this Warrant is exercisable only once Holder has paid Buyer Trust Deed Note #1 (as defined in the Purchase Agreement) in full in cash (the date such Buyer Trust Deed Note #1 has been paid in full, the “Exercisable Date”). Payment of Trust Deed Note #1 by means of netting against amounts owed by the Holder under Trust Deed Note #1 against amounts owed by the Company under the Note shall not be deemed to be payment ‘in cash” for purposes of the preceding sentence, and if Trust Deed Note #1 is paid through netting, this Warrant shall immediately and automatically terminate. The Company and the Holder hereby acknowledge and agree that, notwithstanding that the Warrants are exercisable at different times, (1) all of the Warrants were issued as of the Issue Date, (2) the Holder assumed the economic risk of investment with respect to all of the Warrants as of the Issue Date, (3) the Holder is not providing any additional consideration for the Warrants following the Issue Date even though some of the Warrants are not exercisable until after the Issue Date, and (4) it is the intent of the parties, for purposes of and consistent with the public policies undergirding Rule 144, that all of the Warrants shall be deemed issued to and acquired by the Holder as of the Issue Date. Nothing contained in this paragraph shall be deemed to modify or limit in any way any of the specific terms and conditions of the Warrants, including without limitation this Warrant.

Appears in 1 contract

Samples: Uluru Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is are hereby acknowledged by EnSurge, ULURU Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Exercisable Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $137,500.00 divided by the Exercise Price (defined below, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #3 to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated June 27, 2012, as the same may be amended from time to time (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 27, 2011 2012 (the “Issue Date”), together with six (6) other similar Warrants to Purchase Common Stock issued pursuant to the terms and conditions of the Purchase Agreement (collectively, the “Warrants”). Pursuant to and in accordance with the terms of the Purchase Agreement, this Warrant is exercisable only once Holder has paid Buyer Trust Deed Note #2 (as defined in the Purchase Agreement) in full in cash (the date such Buyer Trust Deed Note #2 has been paid in full, the “Exercisable Date”). Payment of Trust Deed Note #2 by means of netting against amounts owed by the Holder under Trust Deed Note #2 against amounts owed by the Company under the Note shall not be deemed to be payment ‘in cash” for purposes of the preceding sentence, and if Trust Deed Note #2 is paid through netting, this Warrant shall immediately and automatically terminate. The Company and the Holder hereby acknowledge and agree that, notwithstanding that the Warrants are exercisable at different times, (1) all of the Warrants were issued as of the Issue Date, (2) the Holder assumed the economic risk of investment with respect to all of the Warrants as of the Issue Date, (3) the Holder is not providing any additional consideration for the Warrants following the Issue Date even though some of the Warrants are not exercisable until after the Issue Date, and (4) it is the intent of the parties, for purposes of and consistent with the public policies undergirding Rule 144, that all of the Warrants shall be deemed issued to and acquired by the Holder as of the Issue Date. Nothing contained in this paragraph shall be deemed to modify or limit in any way any of the specific terms and conditions of the Warrants, including without limitation this Warrant.

Appears in 1 contract

Samples: Uluru Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Initial Cash Purchase Price, the receipt and sufficiency of which is hereby acknowledged by EnSurgeGlobal Health Ventures, Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd., a Cayman Islands exempted an Illinois limited liability company, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $250,000.00 divided by 100% of the Exercise Price average of the three (3) lowest closing bid prices of the Common Stock reported by Bloomberg (defined below)) during the twenty (20) Trading Days (defined below) immediately preceding the Issue Date, as such number may be adjusted pursuant modified according to the terms and conditions of this Warranthereof. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 16, 2011 (the “Issue Date”).

Appears in 1 contract

Samples: Global Health Ventures Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is hereby acknowledged by EnSurgeClear Skies Solar, Inc., a Nevada Delaware corporation (the “Company”), Bristol Investment FundSt. Xxxxxx Investments, Ltd.LLC, a Cayman Islands exempted an Illinois limited liability company, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth third anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $600,000.00 divided by 70% of the Exercise Price average of the three (3) lowest closing bid prices of the Common Stock reported by Bloomberg (defined below)) during the twenty (20) Trading Days (defined below) immediately preceding the Issue Date, as such number may be adjusted pursuant modified according to the terms and conditions of this Warranthereof. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17March 31, 2011 (the “Issue Date”).

Appears in 1 contract

Samples: Clear Skies Solar, Inc

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurge, ULURU Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.; Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Exercisable Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date (as defined below) occurs (the “Expiration Date”), the number of 194,118 fully paid and nonassessable non-assessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated April 14, 2015, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17April 14, 2011 2015 (the “Issue Date”). For the avoidance of doubt, the Purchase Price constitutes payment in full for this Warrant. The Exercisable Date shall be the earlier to occur of (a) the effective date of a registration statement registering the re-sale of the Warrant Shares, and (b) the six-month anniversary of the Issue Date.

Appears in 1 contract

Samples: ULURU Inc.

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Initial Cash Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurge, Inc.MOUNTAIN HIGH ACQUISITIONS CORP., a Nevada Colorado corporation (the “"Company"), Bristol Investment Fund, Ltd.; ST. XXXXXX INVESTMENTS LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the “Holder”"Investor"), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the "Expiration Date"), the a number of fully paid and nonassessable non-assessable shares (the "Warrant Shares") of the Company’s 's common stock, par value $0.001 0.0001 per share (the "Common Stock"), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $173,000.00 divided by the Exercise Market Price (defined belowas of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this "Warrant”) "). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated June 30, 2017, to which the Company and Investor are parties (as the Holder (or same may be amended from time to time, the Holder’s predecessor in interest) are parties"Purchase Agreement"). Unless otherwise indicated herein, Certain capitalized terms not used herein are defined in Attachment I attached hereto and incorporated herein by this reference. Moreover, to the extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the other Transaction Document has been released, satisfied, or is otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17June 30, 2011 2017 (the "Issue Date"). For the avoidance of doubt, the Initial Cash Purchase Price constitutes payment in full for this Warrant.

Appears in 1 contract

Samples: Mountain High Acquisitions Corp.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is are hereby acknowledged by EnSurge, ULURU Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Exercisable Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $137,500.00 divided by the Exercise Price (defined below, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #6 to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated June 27, 2012, as the same may be amended from time to time (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 27, 2011 2012 (the “Issue Date”), together with six (6) other similar Warrants to Purchase Common Stock issued pursuant to the terms and conditions of the Purchase Agreement (collectively, the “Warrants”). Pursuant to and in accordance with the terms of the Purchase Agreement, this Warrant is exercisable only once Holder has paid Buyer Note #2 (as defined in the Purchase Agreement) in full in cash (the date such Buyer Note #2 has been paid in full, the “Exercisable Date”). Payment of Buyer Note #2 by means of netting against amounts owed by the Holder under Buyer Note #2 against amounts owed by the Company under the Note shall not be deemed to be payment ‘in cash” for purposes of the preceding sentence, and if Buyer Note #2 is paid through netting, this Warrant shall immediately and automatically terminate. The Company and the Holder hereby acknowledge and agree that, notwithstanding that the Warrants are exercisable at different times, (1) all of the Warrants were issued as of the Issue Date, (2) the Holder assumed the economic risk of investment with respect to all of the Warrants as of the Issue Date, (3) the Holder is not providing any additional consideration for the Warrants following the Issue Date even though some of the Warrants are not exercisable until after the Issue Date, and (4) it is the intent of the parties, for purposes of and consistent with the public policies undergirding Rule 144, that all of the Warrants shall be deemed issued to and acquired by the Holder as of the Issue Date. Nothing contained in this paragraph shall be deemed to modify or limit in any way any of the specific terms and conditions of the Warrants, including without limitation this Warrant.

Appears in 1 contract

Samples: Uluru Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeProGreen US, Inc., a Nevada Delaware corporation (the “Company”); Vista Capital Investments, Bristol Investment Fund, Ltd., a Cayman Islands exempted companyLLC, its successors or and/or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of 2,000,000 fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number of Warrant Shares may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated April 25, 2017, to which the Company and the Holder are parties (or as the Holder’s predecessor in interest) are partiessame may be amended from time to time, the “Purchase Agreement”). Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17May 3, 2011 2107 (the “Issue Date”).

Appears in 1 contract

Samples: Progreen US, Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Initial Net Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is hereby acknowledged by EnSurgeHelix Wind, Inc.Corp., a Nevada corporation (the “Company”), Bristol Investment FundSt. Xxxxxx Investments, Ltd.LLC, a Cayman Islands exempted an Illinois limited liability company, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of up to 2,500,000 fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by at the Exercise Price (as defined below), as such number may be adjusted pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17March 30, 2011 2010 (the “Issue Date”).

Appears in 1 contract

Samples: Helix Wind, Corp.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeTauriga Sciences, Inc., a Nevada Florida corporation (the “Company”); Typenex Co-Investment, Bristol Investment FundLLC, Ltd., a Cayman Islands exempted an Illinois limited liability company, its successors or and/or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 0.00001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $277,500.00 divided by the Exercise Market Price (defined belowin the Note, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated June 24, 2013, to which the Company and the Holder are parties (or as the Holder’s predecessor in interest) are partiessame may be amended from time to time, the “Purchase Agreement”). Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 24, 2011 2013 (the “Issue Date”).

Appears in 1 contract

Samples: Tauriga Sciences, Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Initial Cash Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeWindStream Technologies, Inc., a Nevada Wyoming corporation (the “Company”); Typenex Co- Investment, Bristol Investment Fund, Ltd.LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable non-assessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $137,500.00 divided by the Exercise Market Price (as defined belowin the Note, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #1 to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated September 26, 2014, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17September 26, 2011 2014 (the “Issue Date”). For the avoidance of doubt, the Initial Cash Purchase Price constitutes payment in full for this Warrant.

Appears in 1 contract

Samples: Windstream Technologies, Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is hereby acknowledged by EnSurge, Silver Dragon Resources Inc., a Nevada Delaware corporation (the “Company”), Bristol Investment FundTonaquint, Ltd.Inc., a Cayman Islands exempted companyUtah corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth third anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $500,000.00 divided by 70% of the Exercise Price average of the three (3) lowest VWAPs (as defined below) of the Common Stock reported by Bloomberg (defined below)) during the ten (10) Trading Days (defined below) immediately preceding the Issue Date, as such number may be adjusted pursuant modified according to the terms and conditions of this Warranthereof. This Warrant to Purchase purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17February 15, 2011 (the “Issue Date”).

Appears in 1 contract

Samples: Silver Dragon Resources Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeRED GIANT ENTERTAINMENT, Inc.INC., a Nevada corporation (the “Company”"COMPANY"); TYPENEX CO-INVESTMENT, Bristol Investment FundLLC, Ltd., a Cayman Islands exempted an Illinois limited liability company, its successors or and/or registered assigns (the “Holder”"HOLDER"), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”"EXPIRATION DATE"), the a number of fully paid and nonassessable shares (the “Warrant Shares”"WARRANT SHARES") of the Company’s 's common stock, par value $0.001 0.0001 per share (the “Common Stock”"COMMON STOCK"), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $557,500 divided by the Exercise Market Price (defined belowin the Note, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this "Warrant”) "). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated June 21, 2013, to which the Company and the Holder are parties (or as the Holder’s predecessor in interest) are partiessame may be amended from time to time, the "PURCHASE AGREEMENT"). Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 21, 2011 2013 (the “Issue Date”"ISSUE DATE").

Appears in 1 contract

Samples: Red Giant Entertainment, Inc.

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeMGT Capital Investments, Inc., a Nevada Delaware corporation (the “Company”), Bristol Investment Fund, Ltd.; ________________, a Cayman Islands exempted company_________, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of _______ fully paid and nonassessable non-assessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated December 15, 2017, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17December 15, 2011 2017 (the “Issue Date”).

Appears in 1 contract

Samples: MGT Capital Investments Inc

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is hereby acknowledged by EnSurge, Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Zadar LLC, a Cayman Islands exempted Delaware limited liability company, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below)950,000 shares, as such number may be adjusted pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17October 28, 2011 (the “Issue Date”).

Appears in 1 contract

Samples: Ensurge Inc

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is hereby acknowledged by EnSurgeNova Energy, Inc., a Nevada corporation (the “Company”), Bristol Investment FundTonaquint, Ltd.Inc., a Cayman Islands exempted companyUtah corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $200,000 divided by the closing bid price of the Common Stock on its Principal Market (as defined below) for the Trading Day immediately preceding the Issue Date, at the Exercise Price (as defined below) (the “Warrant Shares”), as such number may be adjusted pursuant to the terms and conditions of this Warrant. This Warrant to Purchase purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17April __, 2011 2010 (the “Issue Date”).

Appears in 1 contract

Samples: Nova Energy, Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Priceconsideration, the receipt and sufficiency of which is hereby acknowledged by EnSurgeAMDL, Inc., a Nevada Delaware corporation (the “Company”), Bristol Investment FundSt. Gxxxxx Investments, Ltd.LLC, a Cayman Islands exempted an Illinois limited liability company, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of five hundred thousand (500,000) fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stockCommon Stock, $0.001 par value $0.001 per share (the “Common Stock”), equal to the outstanding balance at an initial exercise price of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement $0.65 per share (the “NoteExercise Price) as of its issue date divided by the Exercise Price (defined below), subject to further adjustment as such number may be adjusted pursuant to the terms and conditions of this Warrantset forth herein. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17September 15, 2011 2009 (the “Issue Date”).

Appears in 1 contract

Samples: Amdl Inc

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeNaked Brand Group Limited, Inc., a Nevada an Australia corporation (the “Company”), Bristol Investment Fund, Ltd.; St. Gxxxxx Investments LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth second anniversary of the Issue Purchase Price Date (as defined in the Note (as defined in Attachment 1)) occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stocknon-assessable ordinary shares, no par value $0.001 per share (the “Common StockOrdinary Shares”), equal to the outstanding balance number of that certain Secured Convertible Promissory Note Conversion Shares (as defined in the Note) issued to Investor under the Holder pursuant to Note (as defined in the Purchase Agreement (the “Note) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Ordinary Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated April 15, 2020, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17April 15, 2011 2020 (the “Issue Date”).

Appears in 1 contract

Samples: NAKED BRAND GROUP LTD

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeNaked Brand Group Limited, Inc., a Nevada an Australia corporation (the “Company”); Iliad Research and Trading, Bristol Investment Fund, Ltd.L.P., a Cayman Islands exempted companyUtah limited partnership, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth second anniversary of the Issue Purchase Price Date (as defined in the Note (as defined in Attachment 1)) occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stocknon-assessable ordinary shares, no par value $0.001 per share (the “Common StockOrdinary Shares”), equal to the outstanding balance number of that certain Secured Convertible Promissory Note Conversion Shares (as defined in the Note) issued to Investor under the Holder pursuant to Note (as defined in the Purchase Agreement (the “Note) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Ordinary Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated November 12, 2019, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17November 12, 2011 2019 (the “Issue Date”).

Appears in 1 contract

Samples: NAKED BRAND GROUP LTD

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgespiral toys, Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd., a Cayman Islands exempted company; __________, its successors or and/or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth third anniversary of the Issue Date occurs (the “Expiration Date”), the number of _____________ fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number of Warrant Shares may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated January 22, 2016, to which the Company and the Holder are parties (or as the Holder’s predecessor in interest) are partiessame may be amended from time to time, the “Purchase Agreement”). Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17January 22, 2011 2016 (the “Issue Date”).

Appears in 1 contract

Samples: Spiral Toys Inc.

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Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeNaked Brand Group Limited, Inc., a Nevada an Australia corporation (the “Company”); Iliad Research and Trading, Bristol Investment Fund, Ltd.L.P., a Cayman Islands exempted companyUtah limited partnership, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth second anniversary of the Issue Purchase Price Date (as defined in the Note (as defined in Attachment 1)) occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stocknon-assessable ordinary shares, no par value $0.001 per share (the “Common StockOrdinary Shares”), equal to the outstanding balance number of that certain Secured Convertible Promissory Note Conversion Shares (as defined in the Note) issued to Investor under the Holder pursuant to Note (as defined in the Purchase Agreement (the “Note) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Ordinary Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated October 4, 2019, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17October 4, 2011 2019 (the “Issue Date”).

Appears in 1 contract

Samples: NAKED BRAND GROUP LTD

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is hereby acknowledged by EnSurgeWorld Series of Golf, Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $200,000.00 divided by 70% of the Exercise Price average of the three (3) lowest closing bid prices of the Common Stock reported by Bloomberg (defined below)) during the twenty (20) Trading Days (defined below) immediately preceding the Issue Date, as such number may be adjusted pursuant modified according to the terms and conditions of this Warranthereof. This Warrant to Purchase purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August September 17, 2011 2010 (the “Issue Date”).

Appears in 1 contract

Samples: World Series of Golf, Inc.

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeNaked Brand Group Limited, Inc., a Nevada an Australia corporation (the “Company”), Bristol Investment Fund, Ltd.; St. Gxxxxx Investments LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth second anniversary of the Issue Purchase Price Date (as defined in the Note (as defined in Attachment 1)) occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stocknon-assessable ordinary shares, no par value $0.001 per share (the “Common StockOrdinary Shares”), equal to the outstanding balance number of that certain Secured Convertible Promissory Note Conversion Shares (as defined in the Note) issued to Investor under the Holder pursuant to Note (as defined in the Purchase Agreement (the “Note) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Ordinary Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated January 9, 2020, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17January 9, 2011 2020 (the “Issue Date”).

Appears in 1 contract

Samples: NAKED BRAND GROUP LTD

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is are hereby acknowledged by EnSurgePURAMED BIOSCIENCE, Inc.INC., a Nevada Minnesota corporation (the “Company”), Bristol Investment FundTONAQUINT, Ltd.INC., a Cayman Islands exempted companyUtah corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $129,375.00 divided by the Exercise Market Price (defined belowin the Note, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated September 7, 2012 to which the Company and the Holder (or the Holder’s predecessor in interest) are partiesparties (as the same may be amended from time to time, the “Purchase Agreement”). Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17September 7, 2011 2012 (the “Issue Date”).

Appears in 1 contract

Samples: Puramed Bioscience Inc.

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeMGT Capital Investments, Inc., a Nevada Delaware corporation (the “Company”), Bristol Investment Fund, Ltd.; UAHC Ventures LLC, a Cayman Islands exempted Nevada limited liability company, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable non-assessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement 861,905 Warrant Shares (the “Note”) as of its issue date divided by the Exercise Price (defined belowIssue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated August 18, 2017, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 1718, 2011 2017 (the “Issue Date”).

Appears in 1 contract

Samples: MGT Capital Investments Inc

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is are hereby acknowledged by EnSurge, ULURU Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $275,000.00 divided by the Exercise Price (defined below, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #1 to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated June 27, 2012, as the same may be amended from time to time (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 27, 2011 2012 (the “Issue Date”), together with six (6) other similar Warrants to Purchase Common Stock issued pursuant to the terms and conditions of the Purchase Agreement (collectively, the “Warrants”). Pursuant to and in accordance with the terms of the Purchase Agreement, all of the Warrants other than this Warrant are exercisable only beginning at specified times occurring after the Issue Date, as reflected in the relevant Warrants and Section 2.1(b)(i) of the Purchase Agreement. The Company and the Holder hereby acknowledge and agree that, notwithstanding that the Warrants are exercisable at different times, (1) all of the Warrants were issued as of the Issue Date, (2) the Holder assumed the economic risk of investment with respect to all of the Warrants as of the Issue Date, (3) the Holder is not providing any additional consideration for the Warrants following the Issue Date even though some of the Warrants are not exercisable until after the Issue Date, and (4) it is the intent of the parties, for purposes of and consistent with the public policies undergirding Rule 144, that all of the Warrants shall be deemed issued to and acquired by the Holder as of the Issue Date. Nothing contained in this paragraph shall be deemed to modify or limit in any way any of the specific terms and conditions of the Warrants, including without limitation this Warrant.

Appears in 1 contract

Samples: Uluru Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Price, the receipt and sufficiency of which is are hereby acknowledged by EnSurge, ULURU Inc., a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Exercisable Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $137,500.00 divided by the Exercise Price (defined below, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #4 to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated June 27, 2012, as the same may be amended from time to time (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 27, 2011 2012 (the “Issue Date”), together with six (6) other similar Warrants to Purchase Common Stock issued pursuant to the terms and conditions of the Purchase Agreement (collectively, the “Warrants”). Pursuant to and in accordance with the terms of the Purchase Agreement, this Warrant is exercisable only once Holder has paid Buyer Trust Deed Note #3 (as defined in the Purchase Agreement) in full in cash (the date such Buyer Trust Deed Note #3 has been paid in full, the “Exercisable Date”). Payment of Trust Deed Note #3 by means of netting against amounts owed by the Holder under Trust Deed Note #3 against amounts owed by the Company under the Note shall not be deemed to be payment ‘in cash” for purposes of the preceding sentence, and if Trust Deed Note #3 is paid through netting, this Warrant shall immediately and automatically terminate. The Company and the Holder hereby acknowledge and agree that, notwithstanding that the Warrants are exercisable at different times, (1) all of the Warrants were issued as of the Issue Date, (2) the Holder assumed the economic risk of investment with respect to all of the Warrants as of the Issue Date, (3) the Holder is not providing any additional consideration for the Warrants following the Issue Date even though some of the Warrants are not exercisable until after the Issue Date, and (4) it is the intent of the parties, for purposes of and consistent with the public policies undergirding Rule 144, that all of the Warrants shall be deemed issued to and acquired by the Holder as of the Issue Date. Nothing contained in this paragraph shall be deemed to modify or limit in any way any of the specific terms and conditions of the Warrants, including without limitation this Warrant.

Appears in 1 contract

Samples: Uluru Inc.

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeNaked Brand Group Limited, Inc., a Nevada an Australia corporation (the “Company”), Bristol Investment Fund, Ltd.; St. Gxxxxx Investments LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth second anniversary of the Issue Purchase Price Date (as defined in the Note (as defined in Attachment 1)) occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stocknon-assessable ordinary shares, no par value $0.001 per share (the “Common StockOrdinary Shares”), equal to the outstanding balance number of that certain Secured Convertible Promissory Note Conversion Shares (as defined in the Note) issued to Investor under the Holder pursuant to Note (as defined in the Purchase Agreement (the “Note) as of its issue date divided by the Exercise Price (defined below), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Ordinary Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated December 19, 2019, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17December 19, 2011 2019 (the “Issue Date”).

Appears in 1 contract

Samples: NAKED BRAND GROUP LTD

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is hereby acknowledged by EnSurge, A5 Laboratories Inc., a Nevada corporation (the “Company”), Bristol Investment FundXxxx X. Xxxx, Ltd.an individual, a Cayman Islands exempted company, its his successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth fourth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $800,000.00 divided by 80% of the Exercise Price average of the three (3) lowest closing bid prices of the Common Stock reported by Bloomberg (defined below)) during the twenty (20) Trading Days (defined below) immediately preceding the Issue Date, as such number may be adjusted pursuant modified according to the terms and conditions of this Warranthereof. This Warrant to Purchase purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17February 23, 2011 (the “Issue Date”).

Appears in 1 contract

Samples: A5 Laboratories Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is hereby acknowledged by EnSurgeAethlon Medical, Inc., a Nevada corporation (the “Company”), Bristol Investment FundTonaquint, Ltd.Inc., a Cayman Islands exempted companyUtah corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $800,000.00 divided by 80% of the Exercise Price average of the three (3) lowest closing bid prices of the Common Stock reported by Bloomberg (defined below)) during the twenty (20) Trading Days (defined below) immediately preceding the Issue Date, as such number may be adjusted pursuant modified according to the terms and conditions of this Warranthereof (the “Adjusted Market Price”). This Warrant to Purchase purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17July 15, 2011 2010 (the “Issue Date”).

Appears in 1 contract

Samples: Aethlon Medical Inc

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeBrain Scientific, Inc., a Nevada corporation (the “Company”); Vista Capital Investments, Bristol Investment Fund, Ltd., a Cayman Islands exempted companyLLC, its successors or and/or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of 100,000 fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by the Exercise Price (defined below), as such number of Warrant Shares may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated December 31, 2019, to which the Company and the Holder are parties (or as the Holder’s predecessor in interest) are partiessame may be amended from time to time, the “Purchase Agreement”). Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17December 31, 2011 2019 (the “Issue Date”).

Appears in 1 contract

Samples: Brain Scientific Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Initial Cash Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeReve Technologies, Inc., a Nevada corporation (the “Company”); Typenex Co-Investment, Bristol Investment Fund, Ltd.LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable non-assessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $30,000.00 divided by the Exercise Market Price (as defined belowin the Note, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #1 to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated January 16, 2015, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17January 16, 2011 2015 (the “Issue Date”). For the avoidance of doubt, the Initial Cash Purchase Price constitutes payment in full for this Warrant.

Appears in 1 contract

Samples: Reve Technologies, Inc.

Issuance. In consideration of For good and valuable consideration as set forth in the Purchase Agreement (as defined below), including without limitation the Initial Cash Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeBEYOND COMMERCE, Inc.INC., a Nevada corporation (the “Company”); ILIAD RESEARCH AND TRADING, Bristol Investment Fund, Ltd.L.P., a Cayman Islands exempted companyUtah limited partnership, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable non-assessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $32,500.00 divided by the Exercise Market Price (defined belowas of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant #1 to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated March 28, 2018, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”). Certain capitalized terms used herein are defined in Attachment 1 attached hereto and incorporated herein by this reference. Moreover, to which the Company and extent any defined terms herein are defined in any other Transaction Document (as so noted herein), such defined term shall remain applicable in this Warrant even if the Holder (other Transaction Document has been released, satisfied, or the Holder’s predecessor in interest) are parties. Unless is otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreementcancelled. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17March 28, 2011 2018 (the “Issue Date”). For the avoidance of doubt, the Initial Cash Purchase Price constitutes payment in full for this Warrant.

Appears in 1 contract

Samples: Beyond Commerce, Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeCOMPETITIVE TECHNOLOGIES, Inc.INC., a Nevada Delaware corporation (the “Company”); TONAQUINT, Bristol Investment Fund, Ltd.INC., a Cayman Islands exempted companyUtah corporation, its successors or and/or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 0.01 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $112,500 divided by the Exercise Market Price (defined belowin the Note, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith (the “Purchase Agreement”)dated July 16, 2013, to which the Company and the Holder are parties (or as the Holder’s predecessor in interest) are partiessame may be amended from time to time, the “Purchase Agreement”). Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17July 16, 2011 2013 (the “Issue Date”).

Appears in 1 contract

Samples: Securities Purchase Agreement (Competitive Technologies Inc)

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the applicable Additional Net Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is hereby acknowledged by EnSurgeHelix Wind, Inc.Corp., a Nevada corporation (the “Company”), Bristol Investment FundSt. Xxxxxx Investments, Ltd.LLC, a Cayman Islands exempted an Illinois limited liability company, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the number of up to 250,000 fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 0.0001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date divided by at the Exercise Price (as defined below), as such number may be adjusted pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement dated as of even date herewith March 30, 2010 (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17May 1, 2011 2010 (the “Issue Date”).

Appears in 1 contract

Samples: Purchase Agreement (Helix Wind, Corp.)

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Initial Cash Purchase Price, the receipt and sufficiency of which is hereby acknowledged by EnSurge, Inc.MusclePharm Corporation, a Nevada corporation (the “Company”), Bristol Investment Fund, Ltd.Inter-Mountain Capital Corp., a Cayman Islands exempted companyDelaware corporation, its successors or registered assigns (the “Holder”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $800,000.00 divided by 80% of the Exercise Price lowest trade price of the Common Stock reported by Bloomberg (defined below)) during the thirty (30) Trading Days (defined below) immediately preceding the Issue Date, as such number may be adjusted pursuant modified according to the terms and conditions of this Warranthereof. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Note and Warrant Purchase Agreement of even date herewith (the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest on August 17June 29, 2011 (the “Issue Date”).

Appears in 1 contract

Samples: MusclePharm Corp

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Initial Purchase PricePrice (as defined in the Purchase Agreement), the receipt and sufficiency of which is are hereby acknowledged by EnSurgeDNA Precious Metals, Inc., a Nevada corporation (the “Company”); Typenex Co-Investment, Bristol Investment Fund, Ltd.LLC, a Cayman Islands exempted Utah limited liability company, its successors or and/or registered assigns (the HolderInvestor”), is hereby granted the right to purchase at any time on or after the Issue Date (as defined below) until the date which is the last calendar day of the month in which the fifth second anniversary of the Issue Date occurs (the “Expiration Date”), the a number of fully paid and nonassessable non-assessable shares (the “Warrant Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), equal to the outstanding balance of that certain Secured Convertible Promissory Note issued to the Holder pursuant to the Purchase Agreement (the “Note”) as of its issue date $276,250.00 divided by the Exercise Lender Conversion Price (as defined belowin the Note, as of the Issue Date), as such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant. This Warrant to Purchase Shares of Common Stock (this “Warrant”) ). This Warrant is being issued pursuant to the terms of that certain Securities Purchase Agreement of even date herewith dated April 28, 2014, to which Company and Investor are parties (as the same may be amended from time to time, the “Purchase Agreement”), to which the Company and the Holder (or the Holder’s predecessor in interest) are parties. Unless otherwise indicated herein, capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s predecessor in interest Investor on August 17April 28, 2011 2014 (the “Issue Date”).

Appears in 1 contract

Samples: Dna Precious Metals Inc.

Issuance. In consideration of good and valuable consideration as set forth in the Purchase Agreement (defined below), including without limitation the Purchase Priceconsideration, the receipt and sufficiency of which is hereby acknowledged by EnSurgeSUPERCLICK, Inc.INC., a Nevada Washington corporation (the "Company"), Bristol Investment FundCHICAGO VENTURE PARTNERS, Ltd.L.P., a Cayman Islands exempted companyan Illinois limited partnership, its successors or registered assigns (the "Holder”), ") is hereby granted the right to purchase at any time time, on or after the Issue Date (as defined below) until 5:00 P.M., Chicago time, on the date which is the last calendar day of the month in which the fifth anniversary of the Issue Expiration Date occurs (the “Expiration Date”as defined below), the number of Seven Hundred Forty Eight Thousand Five Hundred Two (748,502) fully paid and nonassessable shares (the “Warrant Shares”) of the Company’s common stock's Common Stock, par value $0.001 .0006 per share (the "Common Stock"), at an exercise price per share (the "Exercise Price") equal to (i) the outstanding balance of that certain Secured Convertible Promissory Note issued to average Closing Price for the Holder pursuant to forty-five (45) Trading Days ending on the Purchase Agreement (the “Note”) as of its issue date divided by Trading Day immediately before the Exercise Price Date (as defined below), multiplied by (ii) a percentage equal to (x) one hundred percent (100%), less (y) the Pre-Maturity Effective Percentage (provided, however, that such amount shall be recomputed if the Pre-Maturity Effective Percentage is adjusted as contemplated by this Debenture or the Securities Purchase Agreement); provided, however, that the Exercise Price shall not be less than Thirty Cents ($0.30) per share; provided, further, that, with respect to each such number amount referred to in this definition, as that amount may be subsequently be adjusted pursuant to as provided in this Debenture or in the terms and conditions of this WarrantSecurities Purchase Agreement. This Warrant to Purchase Shares of Common Stock (this “Warrant”) is being issued pursuant to the terms of that certain Securities Purchase Agreement Agreement, dated as of even date herewith August 1, 2005 (the “Purchase "Agreement"), to which the Company and the Holder (or the Holder’s 's predecessor in interest) are parties. Unless otherwise indicated herein, capitalized Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Purchase Agreement. This Warrant was originally issued to the Holder or the Holder’s 's predecessor in interest on August 171, 2011 2005 (the "Issue Date").

Appears in 1 contract

Samples: Superclick Inc

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