Common use of Form of Warrants Clause in Contracts

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Global Certificate”) in the form of this Annex A to the Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 4 contracts

Samples: Warrant Agent Agreement (TC BioPharm (Holdings) PLC), Warrant Agent Agreement (TC BioPharm (Holdings) PLC), Warrant Agent Agreement (TC BioPharm (Holdings) PLC)

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Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Global Certificate”) in the form of Annex C to this Annex A to the Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee of DTC or as otherwise directed by DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 3 contracts

Samples: Warrant Agent Agreement (TC BioPharm (Holdings) PLC), Warrant Agent Agreement (TC BioPharm (Holdings) PLC), Warrant Agent Agreement (TC BioPharm (Holdings) PLC)

Form of Warrants. The Warrants and the Pre-funded Warrants shall each be registered securities in book entry form and shall be evidenced by a global certificate warrant (each, a “Global CertificateWarrant”) in the form forms of Exhibit A and Exhibit B to this Annex A to the Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. The terms of the Global Warrants are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants or the Pre-funded Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants or the Pre-funded Warrants are not eligible for, or it is no longer necessary to have the Warrants such instruments available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the applicable Global CertificateWarrant, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing Warrants or the form of Annex A evidencing Pre-funded Warrants (“Definitive Certificates” and, together with the Global CertificateWarrants, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 3 contracts

Samples: Warrant Agent Agreement (Avenue Therapeutics, Inc.), Warrant Agent Agreement (Avenue Therapeutics, Inc.), Warrant Agent Agreement (Avenue Therapeutics, Inc.)

Form of Warrants. The Non-Listed Warrants shall will be registered securities in book entry form and shall will be evidenced by a global certificate (“Non-Listed Global Certificate”) and the Pre-Funded Warrants will be registered securities and will be evidenced by a global certificate (the “Pre-Funded Global Certificate” and together with the Non-Listed Global Certificate, the “Global Certificates”) in the form of Exhibit A and Exhibit B, respectively, to this Annex A to the Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) DTC and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation of the respective Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Non-Listed Warrants (“Non-Listed Warrant Definitive Certificates”) and the Pre-Funded Warrants (“Pre-Funded Warrant Definitive Certificates” and, together with the Non-Listed Warrant Definitive Certificates, the “Definitive Certificates” and together with the Global CertificateCertificates, the “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 2 contracts

Samples: Warrant Agent Agreement (60 Degrees Pharmaceuticals, Inc.), Warrant Agent Agreement (60 Degrees Pharmaceuticals, Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be initially evidenced by a global Warrant certificate (“Global Certificate”) in the form of this Annex A to this Warrant Agreement for the Warrant AgreementUnit A Warrants and Annex F for the Unit B Warrants, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry formregistration in the name of Cede & Co., a nominee of DTC, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global Certificate, and the Company shall instruct the Warrant Agent to deliver to each holder of the Warrants Holder (as defined below) separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through ), in the DTC system. In form of Annex C to this Warrant Agreement for the event Definitive Certificates are delivered Unit A Warrants and in the form of Annex G to this Warrant Agreement for the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant AgentUnit B Warrants. The Company shall use its best efforts Warrants represented by the Global Certificate are referred to enable the Warrants be as DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Global Warrants.

Appears in 2 contracts

Samples: Warrant Agreement (Versus Systems Inc.), Warrant Agreement (Versus Systems Inc.)

Form of Warrants. The Tradeable Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Tradeable Global Certificate”) in the form of this Annex A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Tradeable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Tradeable Warrants are not eligible for, or it is no longer necessary to have the Tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation of the Tradeable Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Tradeable Warrants (“Tradeable Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In The Non-tradeable Warrants will be unregistered securities and will be evidenced by a global certificate (“Non-tradeable Global Certificate”; together with the event Definitive Certificates are delivered to the holdersTradeable Global Certificate, the transfer“Global Certificates”) in the form of Annex B to this Warrant Agreement, exchange or exercise which shall be deposited on behalf of the Warrants shall be conducted in accordance Company with the customary procedures of the Warrant Agent. The Company shall use If the Warrant Agent subsequently ceases to make its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC settlement system available for the term of Non-tradeable Warrants, the WarrantsCompany may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Non-tradeable Warrants are not eligible for, or it is no longer necessary to have the Non-tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to cancel the Non-tradeable Global Certificate and to deliver separate certificates evidencing the Non-tradeable Warrants (“Non-tradeable Definitive Certificates” and, together with the Global Certificates and the Tradeable Definitive Certificates, the “Warrant Certificates”).

Appears in 2 contracts

Samples: Form of Warrant Agent Agreement (RanMarine Technology B.V.), Form of Warrant Agent Agreement (RanMarine Technology B.V.)

Form of Warrants. The Series A Warrants, the Series B Warrants and the Pre-funded Warrants shall each be registered securities in book entry form and shall be evidenced by a global certificate warrant (each, a “Global CertificateWarrant”) in the form forms of Exhibit A, Exhibit B and Exhibit C to this Annex A to the Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. The terms of the Global Warrants are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Series A Warrants, the Series B Warrants or the Pre-funded Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Series A Warrants, the Series B Warrants or the Pre-funded Warrants are not eligible for, or it is no longer necessary to have the Warrants such instruments available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the applicable Global CertificateWarrant, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in the form of Annex evidencing Series A evidencing Warrants, Series B Warrants or Pre-funded Warrants (“Definitive Certificates” and, together with the Global CertificateWarrants, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 2 contracts

Samples: Warrant Agent Agreement (Avenue Therapeutics, Inc.), Warrant Agent Agreement (Avenue Therapeutics, Inc.)

Form of Warrants. The Tradeable Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Tradeable Global Certificate”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Tradeable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Tradeable Warrants are not eligible for, or it is no longer necessary to have the Tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation of the Tradeable Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Tradeable Warrants (“Tradeable Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. The Non-tradeable Warrants will be registered securities and will be evidenced by a global certificate (“Non-tradeable Global Certificate”; together with the Tradeable Global Certificate, the “Global Certificates”) in the form of Exhibit B to this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Non-Tradeable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in Tradeable Warrants are not eligible for, or it is no longer necessary to have the Tradeable Warrants may be held in available in, book-entry through form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for the term cancellation of the WarrantsNon-Tradeable Global Certificate, and the Company shall instruct the Warrant Agent to deliver to DTC separate certificates evidencing the Non-Tradeable Warrants (“Non-Tradeable Definitive Certificates”) registered as requested through the DTC system.

Appears in 2 contracts

Samples: Form of Warrant Agent Agreement (Kindly MD, Inc.), Form of Warrant Agent Agreement (Kindly MD, Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate warrant (“Global CertificateWarrant”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. The terms of the Global Warrant are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global CertificateWarrant, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates evidencing Warrants substantially in the form of Annex Exhibit A evidencing Warrants (“Definitive Certificates” and, together with the Global CertificateWarrant, “Warrant Certificates”) registered as requested through the DTC system. In For the avoidance of doubt, in the event Definitive Certificates are delivered that the DTC ceases to make its book-entry settlement system available for the holdersWarrants, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 2 contracts

Samples: Warrant Agent Agreement (Clearmind Medicine Inc.), Warrant Agent Agreement (Clearmind Medicine Inc.)

Form of Warrants. The Tradeable Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Tradeable Global Certificate”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Tradeable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Tradeable Warrants are not eligible for, or it is no longer necessary to have the Tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation of the Tradeable Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Tradeable Warrants (“Tradeable Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In The Non-tradeable Warrants will be unregistered securities and will be evidenced by a global certificate (“Non-tradeable Global Certificate”; together with the event Definitive Certificates are delivered to the holdersTradeable Global Certificate, the transfer“Global Certificates”) in the form of Exhibit B to this Warrant Agreement, exchange or exercise which shall be deposited on behalf of the Warrants shall be conducted in accordance Company with the customary procedures of the Warrant Agent. The Company shall use If the Warrant Agent subsequently ceases to make its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC settlement system available for the term of Non-tradeable Warrants, the WarrantsCompany may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Non-tradeable Warrants are not eligible for, or it is no longer necessary to have the Non-tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to cancel the Non-tradeable Global Certificate and to deliver separate certificates evidencing the Non-tradeable Warrants (“Non-tradeable Definitive Certificates” and, together with the Global Certificates and the Tradeable Definitive Certificates, the “Warrant Certificates”) .

Appears in 2 contracts

Samples: Warrant Agreement (bioAffinity Technologies, Inc.), Warrant Agreement (bioAffinity Technologies, Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Global Certificate”) in the form of this Annex A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holdersHolders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 2 contracts

Samples: Warrant Agent Agreement (The9 LTD), Warrant Agent Agreement (The9 LTD)

Form of Warrants. The Tradeable Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Tradeable Global Certificate”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Tradeable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Tradeable Warrants are not eligible for, or it is no longer necessary to have the Tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation of the Tradeable Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Tradeable Warrants (“Tradeable Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In The Non-tradeable Warrants will be unregistered securities and will be evidenced by a global certificate (“Non-tradeable Global Certificate”; together with the event Definitive Certificates are delivered to the holdersTradeable Global Certificate, the transfer“Global Certificates”) in the form of Exhibit B to this Warrant Agreement, exchange or exercise which shall be deposited on behalf of the Warrants shall be conducted in accordance Company with the customary procedures of the Warrant Agent. The Company shall use If the Warrant Agent subsequently ceases to make its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC settlement system available for the term of Non-tradeable Warrants, the WarrantsCompany may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Non-tradeable Warrants are not eligible for, or it is no longer necessary to have the Non-tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to cancel the Non-tradeable Global Certificate and to deliver separate certificates evidencing the Non-tradeable Warrants (“Non-tradeable Definitive Certificates” and, together with the Global Certificates and the Tradeable Definitive Certificates, the “Warrant Certificates”).

Appears in 2 contracts

Samples: Warrant Agent Agreement (BullFrog AI Holdings, Inc.), Form of Warrant Agent Agreement (60 Degrees Pharmaceuticals, Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Global Certificate”) in the form of Annex C to this Annex A to the Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 1 contract

Samples: Warrant Agent Agreement (TC BioPharm (Holdings) PLC)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be initially evidenced by a global Warrant certificate (“Global Certificate”) in the form of Annex A-1 to this Agreement for the Pre-Funded Warrants and in the form of Annex A A-2 to this Agreement for the Warrant AgreementCommon Warrants, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If the Warrants are not DTC eligible as of the initial issuance date or DTC subsequently ceases to make its book-entry settlement system available for the any Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the any Warrants are not eligible for, or it is no longer necessary to have the any Warrants available in, book-entry formregistration in the name of Cede & Co., a nominee of DTC, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the applicable Global Certificate, and the Company shall instruct the Warrant Agent to deliver to each holder of the Warrants Holder (as defined below) separate certificates in the form of Annex A evidencing applicable Warrants (“Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through ), in the DTC system. In form of Annex C-1 to this Agreement for the event Definitive Certificates are delivered Pre-Funded Warrants, and in the form of Annex C-2 to this Agreement for the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant AgentCommon Warrants. The Company shall use its best efforts Warrants represented by the Global Certificate are referred to enable the Warrants be as DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Global Warrants.

Appears in 1 contract

Samples: Warrant Agent Agreement (180 Life Sciences Corp.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate warrant (“Global CertificateWarrant”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee of DTC. The terms of the Global Warrant are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global CertificateWarrant, and the Company shall instruct the Warrant Agent to deliver to each holder of the Warrants separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global CertificateWarrant, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holdersHolders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 1 contract

Samples: Warrant Agent Agreement (Arch Therapeutics, Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Global Certificate”) in the form of this Annex A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 1 contract

Samples: Warrant Agent Agreement (TC BioPharm (Holdings) LTD)

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Form of Warrants. The Nonprefunded Warrants shall be registered securities in book entry form and securities. The Warrants shall be evidenced by a global certificate form of prefunded warrant (“Global CertificatePrefunded Warrant”) and a form of nonprefunded warrant (“Global Nonprefunded Warrant”, together with the Global Prefunded Warrant, the “Global Warrants”) in the form forms of Exhibit A-1 and Exhibit A-2 to this Annex A to the Warrant Agreement, respectively, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. The terms of the Prefunded Warrant and Nonprefunded Warrant are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global CertificatePrefunded Warrant and Nonprefunded Warrant, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Warrants Global Nonprefunded Warrant (“Definitive Nonprefunded Warrant”) and the Global Prefunded Warrant (“Definitive Prefunded Warrant”) attached hereto as Exhibit B-1 and Exhibit B-2, respectively (“Definitive Certificates” and, together with the Global CertificatePrefunded Warrant and Global Nonprefunded Warrant, “Warrant Certificates”) ), registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 1 contract

Samples: Warrant Agreement (Brain Scientific Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate warrant (“Global CertificateWarrant”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee of DTC. The terms of the Global Warrant are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global CertificateWarrant, and the Company shall instruct the Warrant Agent to deliver to each holder of the Warrants separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global CertificateWarrant, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holdersHolders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.Warrant

Appears in 1 contract

Samples: Warrant Agent Agreement (Coya Therapeutics, Inc.)

Form of Warrants. The Tradeable Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Tradeable Global Certificate”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Tradeable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Tradeable Warrants are not eligible for, or it is no longer necessary to have the Tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation of the Tradeable Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Tradeable Warrants (“Tradeable Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. The Non- tradeable Warrants will be unregistered securities and will be evidenced by a global certificate (“Non-tradeable Global Certificate”; together with the Tradeable Global Certificate, the “Global Certificates”) in the form of Exhibit B to this Warrant Agreement, which shall be deposited on behalf of the Company with the Warrant Agent and registered in the name of Cede & Co. a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Non-tradeable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in Non-tradeable Warrants are not eligible for, or it is no longer necessary to have the Non-tradeable Warrants may be held in available in, book-entry through form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for the term cancellation of the WarrantsNon- tradeable Global Certificate and to deliver separate certificates evidencing the Non-tradeable Warrants (“Non- tradeable Definitive Certificates” and, together with the Global Certificates and the Tradeable Definitive Certificates, the “Warrant Certificates”).

Appears in 1 contract

Samples: Warrant Agent Agreement (BullFrog AI Holdings, Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate form of prefunded warrant (“Global CertificatePrefunded Warrant”) and a form of nonprefunded warrant (“Global Nonprefunded Warrant”, together with the Global Prefunded Warrant, the “Global Warrants”) in the form forms of Exhibit A-1 and Exhibit A-2 to this Annex A to the Warrant Agreement, respectively, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. The terms of the Prefunded Warrant and Nonprefunded Warrant are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global CertificatePrefunded Warrant and Nonprefunded Warrant, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Warrants Global Prefunded Warrant (“Definitive Prefunded Warrant”) and the Global Nonprefunded Warrant (“Definitive Nonprefunded Warrant”) attached hereto as Exhibit B-1 and Exhibit B-2, respectively (“Definitive Certificates” and, together with the Global CertificatePrefunded Warrant and Global Nonprefunded Warrant, “Warrant Certificates”) ), registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 1 contract

Samples: Warrant Agent Agreement (Grom Social Enterprises, Inc.)

Form of Warrants. The Tradeable Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Tradeable Global Certificate”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Tradeable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Tradeable Warrants are not eligible for, or it is no longer necessary to have the Tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation of the Tradeable Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Tradeable Warrants (“Tradeable Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In The Non-tradeable Warrants will be unregistered securities and will be evidenced by a global certificate (“Non- tradeable Global Certificate”; together with the event Definitive Certificates are delivered to the holdersTradeable Global Certificate, the transfer“Global Certificates”) in the form of Exhibit B to this Warrant Agreement, exchange or exercise which shall be deposited on behalf of the Warrants shall be conducted in accordance Company with the customary procedures of the Warrant Agent. The Company shall use If the Warrant Agent subsequently ceases to make its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC settlement system available for the term of Non-tradeable Warrants, the WarrantsCompany may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Non-tradeable Warrants are not eligible for, or it is no longer necessary to have the Non-tradeable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to cancel the Non-tradeable Global Certificate and to deliver separate certificates evidencing the Non-tradeable Warrants (“Non-tradeable Definitive Certificates” and, together with the Global Certificates and the Tradeable Definitive Certificates, the “Warrant Certificates”).

Appears in 1 contract

Samples: Warrant Agent Agreement (60 Degrees Pharmaceuticals, Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate warrant (“Global CertificateWarrant”) in the form of Exhibit A in the case of the Pre-Funded Warrants and Exhibit B in the case of the Common Warrants to this Annex A to the Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. The terms of the Global Warrant are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global CertificateWarrant, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates evidencing Warrants substantially in the form of Annex Exhibit A evidencing Warrants (“Definitive Certificates” and, together with the Global CertificateWarrant, “Warrant Certificates”) registered as requested through the DTC system. In For the avoidance of doubt, in the event Definitive Certificates are delivered that the DTC ceases to make its book-entry settlement system available for the holdersWarrants, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 1 contract

Samples: Warrant Agent Agreement (Clearmind Medicine Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate warrant (“Global CertificateWarrant”) in the form of this Annex Exhibit A to in the Warrant Agreementcase of the Series A Warrants, Exhibit B in the case of the Series B Warrants and Exhibit C in the case of the Pre-funded Warrants, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. The terms of the Global Warrant are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global CertificateWarrant, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates evidencing Warrants substantially in the form of Annex A evidencing Warrants Exhibit A, Exhibit B or Exhibit C, as the case may be, (“Definitive Certificates” and, together with the Global CertificateWarrant, “Warrant Certificates”) registered as requested through the DTC system. In For the avoidance of doubt, in the event Definitive Certificates are delivered that the DTC ceases to make its book-entry settlement system available for the holdersWarrants, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 1 contract

Samples: Warrant Agent Agreement (Volcon, Inc.)

Form of Warrants. The Tradable Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate (“Tradable Global Certificate”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as a nominee of DTC. If DTC subsequently ceases to make its book-entry settlement system available for the Tradable Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Tradable Warrants are not eligible for, or it is no longer necessary to have the Tradable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation of the Tradable Global Certificate, and the Company shall instruct the Warrant Agent to deliver each holder of the Warrants to DTC separate certificates in evidencing the form of Annex A evidencing Tradable Warrants (“Tradable Definitive Certificates” and, together with the Global Certificate, “Warrant Certificates”) registered as requested through the DTC system. In The Non-tradable Warrants will be unregistered securities and will be evidenced by a global certificate (“Non-tradable Global Certificate”; together with the event Definitive Certificates are delivered to the holdersTradable Global Certificate, the transfer“Global Certificates”) in the form of Exhibit B to this Warrant Agreement, exchange or exercise which shall be deposited on behalf of the Warrants shall be conducted in accordance Company with the customary procedures of the Warrant Agent. The Company shall use If the Warrant Agent subsequently ceases to make its best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC settlement system available for the term of Non-tradable Warrants, the WarrantsCompany may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Non-tradable Warrants are not eligible for, or it is no longer necessary to have the Non-tradable Warrants available in, book-entry form, the Company may instruct the Warrant Agent to cancel the Non-tradable Global Certificate and to deliver separate certificates evidencing the Non-tradable Warrants (“Non-tradable Definitive Certificates” and, together with the Global Certificates and the Tradable Definitive Certificates, the “Warrant Certificates”) .

Appears in 1 contract

Samples: Warrant Agreement (bioAffinity Technologies, Inc.)

Form of Warrants. The Warrants shall be registered securities in book entry form and shall be evidenced by a global certificate warrant (“Global CertificateWarrant”) in the form of this Annex Exhibit A to the this Warrant Agreement, which shall be deposited on behalf of the Company with a custodian for The Depository Trust Company (“DTC”) and registered in the name of Cede & Co., as nominee of DTC. The terms of the Global Warrant are incorporated herein by reference. If DTC subsequently ceases to make its book-entry settlement system available for the Warrants, the Company may instruct the Warrant Agent regarding making other arrangements for book-entry settlement. In the event that the Warrants are not eligible for, or it is no longer necessary to have the Warrants available in, book-entry form, the Company may instruct the Warrant Agent to provide written instructions to DTC to deliver to the Warrant Agent for cancellation the Global CertificateWarrant, and the Company shall instruct the Warrant Agent to deliver to each holder of the Warrants separate certificates in the form of Annex A evidencing Warrants (“Definitive Certificates” and, together with the Global CertificateWarrant, “Warrant Certificates”) registered as requested through the DTC system. In the event Definitive Certificates are delivered to the holdersHolders, the transfer, exchange or exercise of the Warrants shall be conducted in accordance with the customary procedures of the Warrant Agent. The Company shall use its commercially reasonable best efforts to enable the Warrants be “DTC eligible” so that the interests in the Warrants may be held in book-entry through DTC for the term of the Warrants.

Appears in 1 contract

Samples: Warrant Agent Agreement (Cingulate Inc.)

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