Issuance of the Warrants. The Company agrees that on the Closing Date (as defined in the Underwriting Agreement), the Company shall issue to the Underwriter the Warrants entitling the Underwriter to purchase, on the terms and conditions hereinafter set forth, the number of Shares equal to 10% of the total Units sold in the Offering, subject to adjustment as set forth in Section 9 hereof. Each Warrant will entitle the Warrantholder to purchase one share of the Company’s common stock, at the Warrant Price (as defined in Section 7 hereof). The Warrants being sold and issued pursuant to this Agreement shall be evidenced by a Warrant Certificate substantially in the form of Exhibit A hereto (the “Warrant Certificate”).
Issuance of the Warrants. As an inducement to Investor to enter into this Agreement and as consideration for the Investor making the investment the Investor shall receive 100% Warrant coverage. The Warrants shall have a 5 year term and the exercise price shall be equal to (a) the lesser of $2.75 or (b) 110% of the lowest daily VWAP for the Common Stock as reported by Bloomberg during the thirty (30) trading days prior to the date the Investor exercises the Warrant. The Warrants shall have a cashless exercise provision. No additional consideration shall be payable by the Purchaser for the issuance of the Warrants. The parties acknowledge that the Warrants are part of the investment structure and are not a fee paid for services.
Issuance of the Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6 and 7 below, the Company shall issue to the Buyer, at any closing Warrants to purchase common shares of the Company at $0.06 (six cents) per share. The amount of the warrants shall equal 200% (two hundred percent) of the principal of the issued Note and warrants shall be exercisable for a period of three (3) years from the respective closing date and shall be in such form as attached hereto as Exhibit B.
Issuance of the Warrants. No later than five (5) Business Days after the Closing, the Company shall issue and deliver to each Investor the Warrant purchased by such Investor hereunder, registered in such name as the Investor may designate.
Issuance of the Warrants. (a) The Investor shall receive 100% Warrant coverage. The Warrants shall have a 5 year term and the exercise price shall be equal to the lesser of (a) $.82 or (b) 110% of the lowest daily VWAP for the Common Stock as reported by Bloomberg during the thirty (30) trading days prior to the date the Investor exercises the Warrant. The Warrants shall have a cashless exercise provision. No additional consideration shall be payable by the Purchaser for the issuance of the Warrants.
Issuance of the Warrants. In consideration of the premises and other good and valuable consideration, the Company hereby agrees to issue on the date hereof to each Initial Holder Warrants to purchase that number of shares of Class A Common Stock (as such number may be adjusted as provided in the Warrants) as is set forth on Schedule A hereto for each such Initial Holder.
Issuance of the Warrants. On the terms and subject to the conditions of this Agreement and in accordance with the terms of the Plan, as of the Effective Date, Warrants to purchase the Warrant Shares will be issued by the Company to each Initial Holder, on a pro rata basis, based upon the amount of their respective ownership of Equity Interests, rounded up or down to the nearest whole number of underlying Warrant Shares (which rounding could result in a holder of Equity Interests not being entitled to any Warrants) such that no Initial Holder shall receive a Warrant that includes a fraction of a Warrant Share, and such that the Company shall issue to the Initial Holders Series A Warrants entitling the Holders to collectively purchase, in the aggregate, up to 544,041 Warrant Shares, and the Series B Warrants entitling the Holders to collectively purchase, in the aggregate, up to 672,175 Warrant Shares, in each case, as such amounts may be adjusted from time to time pursuant to this Agreement. On such date, the Company will deliver, or cause to be delivered to the Depositary, one or more Warrant Certificates evidencing a portion of the Warrants.1 The remainder of the Warrants shall be issued by book-entry registration on the books of the Warrant Agent (“Book-Entry Warrants”) and shall be evidenced by statements issued by the Warrant Agent from time to time to the Registered Holders of Book-Entry Warrants reflecting such book-entry position (the “Warrant Statements”).
Issuance of the Warrants. 1.1 In consideration for the Consultant having provided the Services to the Company, the Company hereby grants to the Consultant 600,000 common share purchase warrants (the "Warrants"), each entitling the Consultant to purchase one common share (each, a "Warrant Share") in the capital of the Company at an exercise price of U.S. $0.10 per Warrant Share on or before November 30, 2006, at which date any unexercised Warrants will expire.
Issuance of the Warrants. In accordance with Sections 3, 4, and 5 hereof and the Plan, the Company has authorized the issuance of up to 5,047,138 Warrants and will cause, by written Company order, to be issued (i) to the Depository (as defined below) and registered in the name of Cede & Co., as nominee of The Depository Trust Company (the “Depository”) (as set forth in Section 5 hereof), on the Effective Date, one or more Book-Entry Warrants (as defined below) evidencing the Warrants to be issued to holders of Subordinated Note Claims and (ii) to holders of General Unsecured Claims, Warrant Certificates (as defined below) evidencing the Warrants. Each Warrant entitles the holder, upon proper exercise and payment of the applicable Exercise Price, to receive from the Company, one share of New Common Stock (as may be adjusted pursuant to Section 8 hereof). The shares of New Common Stock or (as provided pursuant to Section 8 hereof) cash, securities or other property deliverable upon proper exercise of the Warrants are referred to herein as the “Warrant Shares.” The words “holder” or “holders” as used herein in respect of any Warrants or Warrant Shares, shall mean the registered holder(s) thereof. Any Warrants held in the Disputed Claims Reserve after the resolution of all Disputed General Unsecured Claims shall be deemed void and cancelled without any further action required by the Company. The Company shall provide an opinion of counsel prior to the Effective Time stating that (x) the issuance of the Warrants, and the issuance of the Warrant Shares upon exercise of the Warrants, are exempt from registration under the Securities Act and pursuant to applicable exemptions from the registration requirements of applicable state securities laws and (y) the Warrant Shares will be, when issued in accordance with the terms hereof, validly issued, fully paid and non-assessable, and the Warrant Shares have been duly authorized.
