Common use of Purchase Warrant Clause in Contracts

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. This Purchase Warrant is initially exercisable at $12.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Longeveron Inc.), Underwriting Agreement (Longeveron Inc.)

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Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.ComSovereign Holding Corp., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11July 21, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11January 21, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 154,216 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11January 21, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234248490) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (ComSovereign Holding Corp.), Underwriting Agreement (ComSovereign Holding Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [INVESTOR] (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to American BriVision (Holding) Corporation., a Delaware corporation Nevada company (the “Company”), Holder is entitled, at any time or from time to time from August 11[●], 2021 2020 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11[●], 2026 2023, (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [●] shares of Class A of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 4 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” Capitalized terms used and not otherwise defined herein shall mean February 11have the meanings set forth in that certain Exchange Agreement, 2021dated April 5, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of 2020, between the Company was declared effective by and the Securities and Exchange Commission.Holder (the “Agreement”)

Appears in 2 contracts

Samples: American BriVision (Holding) Corp, American BriVision (Holding) Corp

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsThe Benchmark Company, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to Aqua Metals, Inc. a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning January 18, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11July 18, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [●] shares (the “Shares”) of Class A common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 1.375 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Underwriter Warrant Agreement (Aqua Metals, Inc.), Underwriting Agreement (Aqua Metals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid for value received by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Xxxxxxx X. Xxxxxx (“Holder”)) in consideration of the Merger Agreement dated July 11, as registered owner of this Purchase Warrant2014 by and among Professional Diversity Network, Longeveron Inc., a Delaware corporation (the “Company”), Holder, NAPW, Inc., and NAPW Merger Sub, Inc., Holder is entitled, at any time or from time to time from August 11September 24, 2021 2015 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11September 24, 2026 2019 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 131,250 shares of Class A common stock of the Company, par value $0.001 .01 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate the Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 10.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Professional Diversity Network, Inc.), Common Stock Purchase Warrant (Proman Matthew B.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsBoustead Securities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Hempacco Co., Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning [●], 2021 202_ (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11[●], 2026 202_1 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [●] shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [●] per ShareShare2; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Lock Up Agreement (Hempacco Co., Inc.), Underwriting Agreement (Hempacco Co., Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Splash Beverage Group, Inc., a Delaware Colorado corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11December 10, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11June 10, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [__] shares of Class A common stock of the Company, no par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 4.60 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11June 10, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234255091) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Underwriting Agreement (Splash Beverage Group, Inc.), Common Stock Purchase Warrant (Splash Beverage Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsThe Benchmark Company, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to SU Group Holdings Limited, a Delaware corporation an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning July 23, 2021 2024 (the “Commencement Date”), and ending at or before 5:00 p.m., Eastern time, February 11January 23, 2026 2029, which will be the fifth anniversary of the commencement of sales pursuant to the Company’s Registration Statement on Form F-1 (File No. 333-275705) (such date, the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 shares of Class A common stock 62,500 (the “Shares”) of the Company’s ordinary shares, par value $0.001 HK$0.01 per share (the “Ordinary Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 4.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The adjustment to the exercise price will be made either according to the specified criteria or to the nominal value of the Share at the time of issuance, whichever is higher. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Underwriting Agreement (SU Group Holdings LTD), SU Group Holdings LTD

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsBoustead Securities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron to HeartCore Enterprises, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning [●], 2021 202_ (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11[●], 2026 202_1 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [●] shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [●] per ShareShare2; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Underwriting Agreement (HeartCore Enterprises, Inc.), Common Stock Purchase Warrant (HeartCore Enterprises, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to Green Circle Decarbonize Technology Limited, a Delaware corporation an exempted company under the laws of the Cayman Islands (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning [●], 2021 202_ (the “Commencement Date”Exercise Date”1), and at or before 5:00 p.m., Eastern time, February 11[●], 2026 202_2 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 shares of Class A common stock of the Company, par value $0.001 per share [●] Ordinary Shares (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [●] per ShareShare3; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 2 contracts

Samples: Green Circle Decarbonize Technology LTD, Green Circle Decarbonize Technology LTD

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.ComSovereign Holding Corp., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 1110, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 1110, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [____] shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 1110, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234252780) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (ComSovereign Holding Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Xxxxxx X. Xxxxx (“Holder”), as registered owner of this Purchase WarrantWarrant of Stran & Company, Longeveron Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11May 12, 2021 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11November 12, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 62,287 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11November 8, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234260109) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Stran & Company, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsDigital Offering, division of Benchmark Investments, Inc. LLC (the "Holder" or "Digital Offering"), as registered owner of this Purchase Warrant, Longeveron Inc.to IntelGenx Technologies Corp., a Delaware corporation (the "Company"), Holder is entitled, at any time or from time to time from August 11beginning [*], 2021 2024 (the “Commencement "Effective Date"), and at or before 5:00 p.m., Eastern time, February 11[*], 2026 2027 (the "Expiration Date"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [*] shares (the "Shares") of Class Series A common stock Convertible Cumulative Preferred Stock of the Company, $0.00001 par value $0.001 per share (the “Shares”"Preferred Stock"), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 12.50 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term "Exercise Price" shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: IntelGenx Technologies Corp.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [ ] (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Data443 Risk Mitigation, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning [ ], 2021 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11[ ], 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [ ] shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [ ] per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Data443 Risk Mitigation, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsEquity Trust Company Custodian, division of Benchmark Investments, Inc. FBO: Rxxxxxxx Xxxxx Rxxxx XXX (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Edison Nation, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11, 2021 the date hereof (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11December 31, 2026 2020 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 125,000 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a fixed amount of $12.00 2.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Edison Nation, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Digital Brands Group, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11November 13, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11May 13, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 120,482 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.19 per ShareShare ; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11May 13, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234333- 255193) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Digital Brands Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase WarrantWarrant of Stran & Company, Longeveron Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11May 12, 2021 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11November 12, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 10,101 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11November 8, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234260109) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Stran & Company, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid services rendered by or on behalf of Kingswood Aegis Capital MarketsCorp. (“Aegis”) to American DG Energy Inc., division of Benchmark Investments, Inc. a Delaware corporation (the “Company”) in connection with the Offering (as hereinafter defined),_______________ (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11July 31, 2021 2015 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11July 31, 2026 2019 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 112,538 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 1.8875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective DateOffering” shall mean February 11have the meaning ascribed to that term in the Underwriting Agreement dated as of July 31, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of 2014 by and between the Company was declared effective by and the Securities and Exchange Commission.Underwriters parties thereto (the “Underwriting Agreement”). Exhibit A-1

Appears in 1 contract

Samples: Underwriting Agreement (American Dg Energy Inc)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by for value received, [•] or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. its assigns (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11[•], 2021 2016 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, February 11[•], 2026 2020 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [•] shares of Class A common stock of Naked Brand Group, Inc., a Nevada corporation (the Company”), par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. This Purchase Warrant is initially exercisable at $12.00 [•] per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11[•], 20212015, the date on which the Registration Statement on Form S-1 (File No. 333-252234207110) of the Company (the “Registration Statement”) was declared effective by the U.S. Securities and Exchange Commission (the “Commission”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Naked Brand Group Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [●] (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Hempacco Co., Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning February 14, 2021 2023 (the “Commencement Issue Date”), and at or before 5:00 p.m., Eastern time, February 1110, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [338,100] shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 1.50 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Hempacco Co., Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsSpartan capital Securities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to Green Circle Decarbonize Technology Limited, a Delaware corporation an exempted company under the laws of the Cayman Islands (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning [●], 2021 202_ (the “Commencement Date”Exercise Date”1), and at or before 5:00 p.m., Eastern time, February 11[●], 2026 202_2 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 shares of Class A common stock of the Company, par value $0.001 per share [●] Ordinary Shares (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [●] per ShareShare3; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Green Circle Decarbonize Technology LTD

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Jxxxxxx Inc., a Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries (the “Company”), Holder is entitled, at any time or from time to time from August 11January 25, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11July 24, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 shares an aggregate of Class A common stock of the Company35,313 shares, par value $0.001 0.00001 per share (the “Shares”)) of the Company’s common stock, subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a price of $12.00 4.40 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price of $4.40 per Share (equal to 110% of the initial public offering price) or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11July 24, 20212023, the date on which the Registration Statement on Form S-1 S-1, as amended (File No. 333-252234267907) of the Company was declared effective by the Securities and Exchange Commission (the “Commission”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Janover Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [______] (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Aditxt, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11March 2, 2021 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11, August 26 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [_____] shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [_____] per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Aditxt, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Aegis Capital Markets, division of Benchmark Investments, Inc. Corp. (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Biocept, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11February 4, 2021 2015 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, February 114, 2026 2019 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 95,000 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 12.50 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 114, 20212014, the date on which the Registration Statement on Form S-1 (File No. 333-252234191323) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Biocept Inc)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsPartners, division of Benchmark Investments, Inc. L.P. (“Holder”), as registered owner of this Purchase Warrant, Longeveron American Rebel Holdings, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 114, 2021 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 114, 2026 2027 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 _____ shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 ______ per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 114, 20212022, the date on which the Registration Statement on Form S-1 (File No. 333-252234260646) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (American Rebel Holdings Inc)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid services rendered by or on behalf of Kingswood Aegis Capital Markets, division of Benchmark Investments, Inc. Corp. (“Holder”), as registered owner of this Purchase Warrant, Longeveron to The OLB Group, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 116, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11August 6, 2026 2025 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 thirty five thousand (35,000) shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 11.25 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share Shares and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Olb Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Xxxxx Xxxxxx (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Odyssey Group International, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 116, 2021 2020 (the “Commencement Effective Date”), and at or before 5:00 p.m., Eastern time, February 11August 6, 2026 2024 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 110,000 shares (the “Shares”) of Class A common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. The total Shares issuable pursuant to all Purchase Warrants is referred to herein as the “Warrant Shares.” If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 0.01 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Odyssey Group International, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [●] (“Holder”), as registered owner of this Purchase Warrant, Longeveron to HF Enterprises Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning November 27, 2021 2020 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11November 27, 2026 2023 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [●] shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 9.80 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (HF Enterprises Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsEX Xxxxxx, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Healthcare Triangle, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August April 11, 2021 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11October 12, 2026 (the ”2026(the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 261,000 shares of Class A common stock of the Company, par value $0.001 0.00001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 per 4.40per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11October 12, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234259180) of the Company was declared effective by the Securities and Exchange CommissionCommission (“Registration Statement”).

Appears in 1 contract

Samples: Underwriting Agreement (Healthcare Triangle, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Rxxxxxx X’Xxxxx (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Edison Nation, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11, 2021 the date hereof (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11December 31, 2026 2020 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 25,000 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a fixed amount of $12.00 2.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Edison Nation, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [______] (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Sonoma Pharmaceuticals, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11May 26, 2021 2020 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11November 26, 2026 2019 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 22,328 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 4.375 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Sonoma Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsDXXXXX XXXXX SECURITIES, division of Benchmark Investments, Inc. INC. (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Sigma Labs, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11November 7, 2021 2019 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11November 7, 2026 2024 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 ________________ shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 ________________ per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Sigma Labs, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsBoustead Securities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Asset Entities Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning [●], 2021 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11[●], 2026 20271 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [●] shares (the “Shares”) of Class A common stock B Common Stock of the Company, par value $0.001 0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [●]2 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Asset Entities Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsThe Benchmark Company, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to TFF Pharmaceuticals, Inc. a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning February ___, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11August ____, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 _____ [2% of shares sold] shares (the “Shares”) of Class A common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 _____[125% of public offering price] per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (TFF Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by for value received, [•] or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. its assigns (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11[•], 2021 2016 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, February 11[•], 2026 2020 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [•] shares of Class A common stock of Naked Brand Group, Inc., a Nevada corporation (the Company”), par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. This Purchase Warrant is initially exercisable at $12.00 4.80 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11December 17, 20212015, the date on which the Registration Statement on Form S-1 (File No. 333-252234207110) of the Company (the “Registration Statement”) was declared effective by the U.S. Securities and Exchange Commission (the “Commission”).

Appears in 1 contract

Samples: Underwriting Agreement (Naked Brand Group Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark InvestmentsFeltl and Company, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to The Joint Corp., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11November 10, 2021 2015 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, February 11November 10, 2026 2018 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 67,500 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period commencing on the Effective Date and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 8.125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11November 10, 20212014, the date on which the Registration Statement on Form S-1 (File No. 333-252234198860) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (JOINT Corp)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.ComSovereign Holding Corp., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 1110, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 1110, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 198,776 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 1110, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (ComSovereign Holding Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in exchange for consideration of funds duly paid by received from or on behalf of Kingswood Capital MarketsStart Media, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc., a Delaware corporation by Digital Cinema Destinations Corp. (the “Company”), the receipt and sufficiency of which is hereby acknowledged, Holder is entitled, at any time or from time to time from August 11, 2021 (after the “Commencement Date”)date hereof, and at or before 5:00 p.m.5:00p.m., Eastern timeTime on December 10, February 11, 2026 2017 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 500,000 shares of Class A common stock of the Company, par value $0.001 0.01 per share (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate the Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 6.10 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Digital Cinema Destinations Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsBoustead Securities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Asset Entities Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning February 7, 2021 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 112, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 105,000 shares (the “Shares”) of Class A common stock B Common Stock of the Company, par value $0.001 0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 6.25 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Asset Entities Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. _______ (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Sigma Labs, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11September 29, 2021 2020 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11April 2, 2026 2025 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 _______ shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 3.64 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Sigma Labs, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds $100 duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark InvestmentsI-Bankers Securities, Inc. ("Holder"), as registered owner of this Purchase Warrant, Longeveron Inc.to SGOCO Group, a Delaware corporation Ltd. (the "Company"), Holder is entitled, at any time or from time to time from August 11June 12, 2021 2012 (the "Commencement Date"), and at or before 5:00 p.m., Eastern timeTime, February 11until December 20, 2026 2015 (the "Expiration Date"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 66,667 shares of Class A common ordinary stock of the Company, par value $0.001 .001 per share (the "Shares”), ") subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate the Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 6.00 per ShareShare (120%) of the price of the Shares sold in the Offering) so purchased; provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term "Exercise Price" shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, This Purchase Warrants and all of the date on which Shares have been registered by the Company with the Securities and Exchange Commission pursuant to Form F-1 (Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared 170674), effective by the Securities and Exchange Commissionon December 20, 2010.

Appears in 1 contract

Samples: Common Stock Purchase (SGOCO Group, Ltd.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsEX Xxxxxx, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.Treasure Global Inc, a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11February 10, 2021 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11August 10, 2026 2027 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [____] shares of Class A common stock of the Company, par value $0.001 0.00001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11August 10, 20212022, the date on which the Registration Statement on Form S-1 (File No. 333-252234264364) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Treasure Global Inc)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Jxxx Xx (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to Senmiao Technology Limited, a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 118, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 118, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 380,435 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 1.38 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Senmiao Technology LTD)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Xxxxx X. Xxxxx (“Holder”), as registered owner of this Purchase WarrantWarrant of Stran & Company, Longeveron Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11May 12, 2021 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11November 12, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 62,287 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11November 8, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234260109) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Stran & Company, Inc.)

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Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsInvestments, division of Benchmark InvestmentsKingswood Capital Partners, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.Telomir Pharmaceuticals, Inc, a Delaware corporation incorporated under the law of the State of Florida (the “Company”), Holder is entitled, at any time or from time to time from August 118, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern New York City time, February 118, 2026 2029 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 50,000 shares of Class A common stock of the Company, no par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 7.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 118, 20212024, the date on which the Registration Statement on Form S-1 (File No. 333-252234275534) of the Company was declared effective by the Securities and Exchange Commission (the “Commission”).

Appears in 1 contract

Samples: S Warrant Agreement (Telomir Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsBoustead Securities, division of Benchmark Investments, Inc. LLC (“Holder” or “Boustead”), as registered owner of this Purchase Warrant, Longeveron Inc.to China Xiangtai Food Co., Ltd, a Delaware corporation Cayman Islands company (the “Company”), Holder is entitled, at any time or from time to time from August September 11, 2021 2018 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11September 10, 2026 2023 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 4,667 ordinary shares of Class A common stock of the Company, par value $0.001 0.01 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 3.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, This Purchase Warrant is being issued in connection with the date on which the Registration Statement on Form S-1 (File No. 333-252234) private offering of the Company was declared effective prior to its proposed initial public offering (the “IPO”) underwritten by the Securities and Exchange CommissionBoustead Securities, LLC.

Appears in 1 contract

Samples: China Xiangtai Food Co., Ltd.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Digital Brands Group, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11November 13, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11May 13, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 120,482 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.19 per ShareShare ; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11May 13, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234333- 255193) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Digital Brands Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsDXXXXX XXXXX SECURITIES, division of Benchmark Investments, Inc. INC. (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Sigma Labs, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11October 6, 2021 2018 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11October 6, 2026 2023 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 ________________ shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 ________________ per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Sigma Labs, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Rxxx Capital MarketsPartners, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to The Joint Corp., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11November 10, 2021 2015 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, February 11November 10, 2026 2018 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 22,500 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period commencing on the Effective Date and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 8.125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11November 10, 20212014, the date on which the Registration Statement on Form S-1 (File No. 333-252234198860) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (JOINT Corp)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsXX Xxxxxx, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase WarrantWarrant issued by Guardforce AI Co., Longeveron Inc.Limited, a Delaware corporation Cayman Islands company (the “Company”), Holder is entitled, at any time or from time to time from August 11March 29, 2021 2022 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, February 11September 28, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 shares of Class A common stock 180,723 Ordinary Shares of the Company, par value $0.001 0.003 per share (the “Ordinary Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11September 28, 2021, the date on which the Registration Statement on Form S-1 F-1 (File No. 333-252234258054) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Guardforce AI Co., LTD)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsBrean Capital, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.to ClearSign Combustion Corporation, a Delaware Washington corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11March 5, 2021 2014 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11March 5, 2026 2019 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 20,313 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate the Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 10.00 per ShareShare (125% of the price of the Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Clearsign Combustion Corp

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Winc, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11, 2026 [____________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT] (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [____]1 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. This Purchase Warrant is initially exercisable at $12.00 [___] per ShareShare [110% of the public offering price of the Initial Securities sold in the Offering]; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11[_________], 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234259828) (the “IPO Registration Statement”) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Winc, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Inc., or its designees (the “Holder”), as registered owner of this purchase warrant (“Purchase Warrant”), Longeveron to Grove, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11, 2021 the date hereof (the “Commencement Initial Exercise Date”), and at or before 5:00 p.m., Eastern time, February 11, 2026 [●]3 (the Expiration Date”), but not thereafterthereafter and subject to redemption, at the sole discretion of the Company, pursuant to Section 6 herein, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [●] shares of Class A common stock of the Companystock, par value $0.001 per share (the “SharesCommon Stock”), of the Company, subject to adjustment as provided in Section 6 hereof7 hereof (the “Shares”). If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day day, which is not such a day in accordance with the terms herein. This Purchase Warrant is initially exercisable at $12.00 $ [●]4 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 7 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11[●], 2021, the date on which the Company’s Registration Statement on Form S-1 S‑1 (File No. 333-252234333-[●]) of (the Company “Registration Statement”) was declared effective by the Securities and Exchange Commission (the “Commission”) on [●], 2021 (and the offering covered thereby, the “Offering”).

Appears in 1 contract

Samples: Grove, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Aegis Capital Markets, division of Benchmark Investments, Inc. Corp. (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Oculus Innovative Sciences, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11March 12, 2021 2014 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11March 12, 2026 2016 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [ ] shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate the Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [ ] per ShareShare [125% of the price of the Shares sold in the Offering]; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Warrant Agreement (Oculus Innovative Sciences, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid pursuant to that certain Underwriting Agreement by or on behalf of Kingswood Capital Marketsand between BIOAFFINITY TECHNOLOGIES, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.INC., a Delaware corporation (the “Company”) and WallachBeth Capital, LLC dated August 31, 2022, as amended (the “Underwriting Agreement”), Holder WallachBeth Capital, LLC (“Holder”) and its assignees, as registered holders of this Purchase Warrant, is entitled, at any time or from time to time from August 11February 5, 2021 2023 (the “Commencement Effective Date”), the date that is one hundred and eighty (180) days after the date of the commencement of the sales of the Company’s units (each unit (“Unit”) consisting of one share of the Company’s common stock, $0.007 par value per share (“Common Stock”), one tradeable warrant to purchase one share of Common Stock, and one non-tradeable warrant to purchase one share of Common Stock) in the Company’s initial public offering, and at or before 5:00 p.m., Eastern time, February 11on August 29, 2026 2027 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 25,652 shares of Class A common stock Common Stock of the Company, par value $0.001 per share Company (equal to two (2.0%) percent of the “Shares”Common Stock sold in the Offering including any exercise of the overallotment option), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $12.00 7.04375 per Shareshare of Common Stock (115% of the price of the Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share share and the number of Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise priceprice as a result of the events set forth in Section 6 below, depending on the context. The term “Effective Date” Capitalized terms not defined herein shall mean February 11, 2021, have the date on which meaning ascribed to them in the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange CommissionUnderwriting Agreement.

Appears in 1 contract

Samples: Underwriting Agreement (bioAffinity Technologies, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. ________ (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Manhattan Bridge Capital, Inc., a Delaware New York corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11May 22, 2021 2016 (the one-year anniversary of the effective date of the Offering, the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11May 22, 2026 2020 (the five-year anniversary of the effective date of the Offering, the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 ____ common shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate the Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.4875 per ShareShare (125% of the price of the Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Manhattan Bridge Capital, Inc

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Aegis Capital Markets, division of Benchmark Investments, Inc. Corp. or its assigns (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Apollo Medical Holdings, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11May [ ], 2021 2016 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11May [ ], 2026 2020 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [____] shares (the “Shares”) of Class A common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 ____per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Apollo Medical Holdings, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsInvestments, division of Benchmark InvestmentsKingswood Capital Partners, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.MIRA Pharmaceuticals, Inc, a Delaware corporation incorporated under the law of the State of Florida (the “Company”), Holder is entitled, at any time or from time to time from August 11February 2, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern New York City time, February 11August 2, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 63,750 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 7.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11August 2, 20212023, the date on which the Registration Statement on Form S-1 (File No. 333-252234273024) of the Company was declared effective by the Securities and Exchange Commission (the “Commission”).

Appears in 1 contract

Samples: S Warrant Agreement (Mira Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.Warrant of Trio Petroleum Corp., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11April 20, 2021 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11April 17, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 100,000 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 3.30 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11April 17, 20212023, the date on which the Registration Statement on Form S-1 (File No. 333-252234267380) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Trio Petroleum Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [_____] (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Cannabics Pharmaceuticals Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11March 26, 2021 2019 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11March 26, 2026 2022 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [____] shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 0.9375 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Cannabics Pharmaceuticals Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [_________________] (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Superconductor Technologies Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11November 26, 2021 2013 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11November 25, 2026 2016 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 100,000 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. This Purchase Warrant is initially exercisable at $12.00 0.375 per ShareShare (125% of the price of the Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Superconductor Technologies Inc

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Xxxxx Xxxxxx (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Professional Diversity Network, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11September 24, 2021 2015 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11on September 24, 2026 2019 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 6,000 shares of Class A common stock of the Company, par value $0.001 .01 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate the Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 4.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Professional Diversity Network, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsBoustead Securities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Hempacco Co., Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning September 1, 2021 2022 (the “Commencement Issue Date”), and at or before 5:00 p.m., Eastern time, February 11August 29, 2026 2027 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 70,000 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 9.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Hempacco Co., Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.ComSovereign Holding Corp., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 1110, 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 1110, 2026 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 27,106 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 1110, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Company on February 12, 2021 (collectively, the “Purchase Warrants”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (ComSovereign Holding Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in for good and valuable consideration of funds duly paid by or on behalf of Kingswood Rxxx Capital Markets, division of Benchmark Investments, Inc. Partners LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Eastside Distilling, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 1110, 2021 2018 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11August 10, 2026 2022 (the Expiration Date”), but not thereafterbefore the Commencement Date or after the Expiration Date, to subscribe for, purchase and receive, in whole or in part, up to 106,400 shares of Class A common stock 120,000 units (“Units”) of the Company, each unit consisting of one share of the Company’s common stock, par value $0.001 0.0001 per share (the “SharesCommon Stock)) and warrants in the form of Exhibit A attached hereto (the “Warrants”) to purchase one share of Common Stock. The shares of Common Stock and the Warrants (each a “Component Security” and collectively, subject to adjustment as provided in Section 6 hereofthe “Component Securities”) are immediately separable and will be issued separately upon exercise of this Purchase Warrant. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.40 per ShareUnit; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share Unit and the number of Shares Units to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Eastside Distilling, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. [________________] (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Rennova Health, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11December 15, 2021 2017 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11December 15, 2026 2021 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [____] shares of Class A common stock of the Company, par value $0.001 0.01 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 0.1125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Rennova Health, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital Markets, division of Benchmark Investments, Inc. Maxim Group LLC or its assigns (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Advaxis, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11September 17, 2021 2013 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11September 17, 2026 2015 (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 30,154 shares of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 6 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 4.90 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Advaxis, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsXX Xxxxxx, division of Benchmark Investments, Inc. LLC (“XX Xxxxxx”) to LQR House Inc., a Nevada corporation (the “Company”), XX Xxxxxx Holdings LLC, being XX Xxxxxx’x designee, (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11May 9, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11November 9, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 7,857,143 shares of Class A common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 0.07 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11November 9, 20212023, the date on which the Registration Statement on Form S-1 (File No. 333-252234275363) of the Company was declared effective by the Securities and Exchange CommissionCommission (“Registration Statement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (LQR House Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsBoustead Securities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron to Reticulate Micro, Inc., a Delaware Nevada corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11beginning [●], 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11[●], 2026 20292 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 [●] shares (the “Shares”) of Class class A common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 [●]3 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11, 2021, the date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Reticulate Micro, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Capital MarketsRevere Securities, division of Benchmark InvestmentsLLC or R.X. Xxxxxxxx & Co., Inc. (each a “Holder,” and collectively the “Holders”), as registered owner of this Purchase Warrant, Longeveron Inc.Fxxxxx Corporation, a Delaware corporation Cayman Islands exempted company (the “Company”), each Holder is entitled, at any time or from time to time from August 1110, 2021 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11August 10, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 60,000 ordinary shares of Class A common stock of the Company, par value $0.001 0.00001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 5.75 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11August 7, 20212023, the date on which the Registration Statement on Form S-1 F-1 (File No. 333-252234267778) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Fitell Corp)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.Warrant of Trio Petroleum Corp., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11April 1, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11October 4, 2026 2028 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 83,333 shares of Class A common stock (the “Shares”) of the Company, par value $0.001 0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 1.32 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11October 4, 20212023, the date on which the Registration Statement on Form S-1 (File No. 333-252234) first closing of the Company financing by an institutional investor was declared effective consummated by the Company (the “Offering”), pursuant to the terms of a Securities Purchase Agreement between the Company and Exchange Commissionsuch investor, dated October 4, 2023.

Appears in 1 contract

Samples: Placement Agent Warrant Agreement (Trio Petroleum Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of Kingswood Spartan Capital MarketsSecurities, division of Benchmark Investments, Inc. LLC (“Holder”), as registered owner of this Purchase Warrant, Longeveron Inc.Warrant of Trio Petroleum Corp., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from August 11June 30, 2021 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, February 11January 2, 2026 2029 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to 106,400 55,000 shares of Class A common stock (the “Shares”) of the Company, par value $0.001 0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $12.00 0.55 per Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. The term “Effective Date” shall mean February 11January 2, 20212024, the date on which the Registration Statement on Form S-1 (File No. 333-252234) second closing of the Company financing by an institutional investor was declared effective consummated by the Company (the “Offering”), pursuant to the terms of a Securities Purchase Agreement between the Company and Exchange Commissionsuch investor, dated October 4, 2023, as amended by an Amendment to Transaction Documents, dated December 29, 2023.

Appears in 1 contract

Samples: Placement Agent Warrant Agreement (Trio Petroleum Corp.)

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