Common use of Nature and Purchase of Firm Securities Clause in Contracts

Nature and Purchase of Firm Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [●] shares (each a “Firm Share”, and in the aggregate, the “Firm Shares”) of the Company’s common stock, par value $0.0001 per share (the “Common Stock”), an aggregate of [●] pre-funded warrants (each, a “Firm Pre-Funded Warrant”, and in the aggregate, the “Firm Pre-Funded Warrants”) to purchase share of Common Stock, at an exercise price of $0.01 per Firm Pre-Funded Warrant, until such time as the Firm Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Firm Pre-Funded Warrant Certificate (as defined in Section 1.2.1), and an aggregate of [●] warrants (each, a “Firm Warrant”, and in the aggregate, the “Firm Warrants”; the Firm Shares, Firm Pre-Funded Warrants and the Firm Warrants, the “Firm Securities”) to purchase shares of Common Stock at an exercise price of $[●] per Firm Warrant, for a period of five (5) years, subject to adjustment as provided in the Warrant Agreement (as defined in Section 1.2.1).

Appears in 2 contracts

Samples: Underwriting Agreement (QSAM Biosciences, Inc.), Underwriting Agreement (QSAM Biosciences, Inc.)

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Nature and Purchase of Firm Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [●[ ] shares (each each, a “Firm Share”, and in the aggregate, the “Firm Shares”) of the Company’s common stock, par value $0.0001 0.001 per share (the “Common Stock”), an aggregate of [●[ ] pre-funded warrants (each, a “Firm Pre-Funded Warrant”, and in the aggregate, the “Firm Pre-Funded Warrants”) to purchase one share of Common Stock, Stock at an exercise price of $0.01 per Firm Pre-Funded Warrant, until such time as the Firm Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Firm Pre-Funded Warrant Certificate (as defined in Section 1.2.1)Warrant, and an aggregate of [●[ ] warrants (each, a “Firm Warrant”, and in the aggregate, the “Firm Warrants”; the Firm Shares, Firm Pre-Funded Warrants and the Firm Warrants, the “Firm Securities”) to purchase shares one share of Common Stock at an exercise price of $[●[ ] per Firm Warrant, for a period of five (5) years, subject to adjustment as provided in the Warrant Agreement (as defined in Section 1.2.1)Warrant.

Appears in 1 contract

Samples: Underwriting Agreement (Kiromic Biopharma, Inc.)

Nature and Purchase of Firm Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [] shares (each each, a “Firm Share”, ,” and in the aggregate, the “Firm Shares”) of the Company’s common stockshares, no par value $0.0001 per share (the “Common StockShares”), an aggregate of [] pre-funded warrants (each, a “Firm Pre-Funded Warrant”, ,” and in the aggregate, the “Firm Pre-Funded Warrants”) to purchase share of one Common Stock, Share at an exercise price of $0.01 per Firm Pre-Funded Warrant, US$[0.01] until such time as the Firm Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Firm Pre-Funded Warrant Certificate (as defined in Section 1.2.1)Warrant, and an aggregate of [] warrants (each, a “Firm Warrant”, ,” and in the aggregate, the “Firm Warrants”; the Firm Shares, Firm Pre-Funded Warrants and the Firm WarrantsWarrants together, the “Firm Securities”) to purchase shares of one Common Stock Share at an exercise price of $US$[] per Firm Warrant, for a period of five (5) years, subject to adjustment as provided in the Warrant Agreement (as defined Warrant. In no event will the Underwriters offer the sale of securities to any person or company in Section 1.2.1)Canada, except pursuant to a Canadian prospectus or prospectus exemption.

Appears in 1 contract

Samples: Underwriting Agreement (Odd Burger Corp)

Nature and Purchase of Firm Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [●] shares (each each, a “Firm Share”, ,” and in the aggregate, the “Firm Shares”) of the Company’s common stockshares, no par value $0.0001 per share (the “Common StockShares”), an aggregate of [●] pre-funded warrants (each, a “Firm Pre-Funded Warrant”, ,” and in the aggregate, the “Firm Pre-Funded Warrants”) to purchase share of one Common Stock, Share at an exercise price of $0.01 per Firm Pre-Funded Warrant, until such time as the Firm Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Firm Pre-Funded Warrant Certificate (as defined in Section 1.2.1)Warrant, and an aggregate of [●] warrants (each, a “Firm Warrant”, ,” and in the aggregate, the “Firm Warrants”; the Firm Shares, Firm Pre-Funded Warrants and the Firm WarrantsWarrants together, the “Firm Securities”) to purchase shares of one Common Stock Share at an exercise price of $[●] per Firm Warrant, for a period of five (5) years, subject to adjustment as provided in the Warrant Agreement (as defined in Section 1.2.1)Warrant.

Appears in 1 contract

Samples: Underwriting Agreement (Permex Petroleum Corp)

Nature and Purchase of Firm Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [●[ ] shares (each each, a “Firm Share”, and in the aggregate, the “Firm Shares”) of the Company’s common stock, par value $0.0001 0.00001 per share (the “Common Stock”), an aggregate of [●[ ] pre-funded warrants (each, a “Firm Pre-Funded Warrant”, and in the aggregate, the “Firm Pre-Funded Warrants”) to purchase one share of Common Stock, Stock at an exercise price of $0.01 per Firm Pre-Funded Warrant, until such time as the Firm Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Firm Pre-Funded Warrant Certificate (as defined in Section 1.2.1)Warrant, and an aggregate of [●[ ] warrants (each, a “Firm Warrant”, and in the aggregate, the “Firm Warrants”; the Firm Shares, Firm Pre-Funded Warrants and the Firm Warrants, the “Firm Securities”) to purchase shares one share of Common Stock at an exercise price of $[●[ ] per Firm Warrant, for a period of five (5) years, subject to adjustment as provided in the Warrant Agreement (as defined in Section 1.2.1)Warrant.

Appears in 1 contract

Samples: Underwriting Agreement (CEA Industries Inc.)

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Nature and Purchase of Firm Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [] shares (each each, a "Firm Share”, ," and in the aggregate, the "Firm Shares") of the Company’s 's common stockshares, no par value $0.0001 per share (the "Common Stock”Shares"), an aggregate of [] pre-funded warrants (each, a “Firm "Pre-Funded Warrant”, ," and in the aggregate, the "Firm Pre-Funded Warrants") to purchase share of one Common Stock, Share at an exercise price of $0.01 per Firm Pre-Funded Warrant, until such time as the Firm Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Firm Pre-Funded Warrant Certificate (as defined in Section 1.2.1)Warrant, and an aggregate of [] warrants (each, a “Firm "Warrant”, ," and in the aggregate, the "Firm Warrants"; the Firm Shares, Firm Pre-Funded Warrants and the Firm WarrantsWarrants together, the "Firm Securities") to purchase shares of one Common Stock Share at an exercise price of $[] per Firm Warrant, for a period of five (5) years, subject to adjustment as provided in the Warrant Agreement (as defined in Section 1.2.1)Warrant.

Appears in 1 contract

Samples: Underwriting Agreement (KWESST Micro Systems Inc.)

Nature and Purchase of Firm Securities. (i) On the basis of the representations and warranties herein contained, but subject to the terms and conditions herein set forth, the Company agrees to issue and sell to the several Underwriters, an aggregate of [] shares common units (each, a “Common Unit” and collectively, the “Common Units”), each Common Unit consisting of one share (each, a “Firm Share”, ,” and in the aggregate, the “Firm Shares”) of the Company’s common stockshares, no par value $0.0001 per share (the “Common StockShares), an aggregate of [●] pre-funded warrants ) and one warrant (each, a “Firm Warrant” and collectively with the Warrants included in the Pre-Funded Warrant”, and in the aggregate, the “Firm Pre-Funded Warrants”) to purchase share of Common Stock, at an exercise price of $0.01 per Firm Pre-Funded Warrant, until such time as the Firm Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Firm Pre-Funded Warrant Certificate funded Units (as defined in Section 1.2.1), and an aggregate of [●] warrants (each, a “Firm Warrant”, and in the aggregatebelow) , the “Firm Warrants”; the Firm Shares, Firm Pre-Funded Warrants and the Firm Warrants, the “Firm Securities”) to purchase shares of one Common Stock Share at an exercise price of $[] per Firm Warrant, for a period of five (5) years, subject to adjustment as provided in the Warrant Agreement and [•] pre-funded units (each, a “Pre-funded Unit” and in the aggregate, the “Firm Pre-funded Units”), each Pre-funded Unit consisting of one [•] pre-funded warrant (each, a “Pre-Funded Warrant,” and in the aggregate, the “Firm Pre-Funded Warrants”; the Common Units, Pre-funded Units, Firm Shares, Firm Pre-Funded Warrants and the Firm Warrants together, the “Firm Securities”) to purchase one Common Share at an exercise price of $0.01 until such time as defined the Pre-Funded Warrant is exercised in Section 1.2.1)full, subject to adjustment as provided in the Pre-Funded Warrant, and one Warrant.

Appears in 1 contract

Samples: Underwriting Agreement (Foremost Lithium Resource & Technology Ltd.)

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