Common use of Representative’s Warrant Clause in Contracts

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant for the purchase of the number of Common Shares equal to 7% of the number of Firm Shares sold in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Warrant”), at an initial exercise price of $[●], which is equal to 150% of the public offering price for one Firm Share. The Representative’s Warrant and the Common Shares issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 2 contracts

Samples: Underwriting Agreement (Jupiter Wellness, Inc.), Underwriting Agreement (Jupiter Wellness, Inc.)

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Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or and/or its designees) on the Closing Date a warrant warrants for the purchase subscribe for of the an aggregate number of Common Ordinary Shares equal to 75% of the number of Firm Ordinary Shares sold issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s WarrantWarrants”), at an initial exercise price of $[●], which is equal to 150120% of the public offering price for one Firm Ordinary Share. The Representative’s Warrant and the Common Ordinary Shares issuable upon exercise of the Representative’s Warrant Warrants are hereinafter referred to together as the “Representative’s Securities.” The Representative understands understand and agrees agree that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant Warrants and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s WarrantWarrants, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 2 contracts

Samples: Underwriting Agreement (Skillful Craftsman Education Technology LTD), Underwriting Agreement (Skillful Craftsman Education Technology LTD)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant (the “Representative’s Warrant”) for the purchase of the a number of shares of Common Shares Stock equal to 75% of the number of Firm Shares sold issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s WarrantWarrant Agreement”), at an initial exercise price of $[●], which is equal to 150125% of the public offering price for one Firm per Share. The Representative’s Warrant and the shares of Common Shares Stock issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (PARETEUM Corp)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or and/or its designees) on the Closing Date a an warrant for the purchase of the number of Common Shares equal to 7% of the number of Firm Shares sold in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Warrant”) for the purchase of an aggregate of 75,000 Shares (10% of the Firm Shares). The Representative’s Warrant shall be exercisable, in whole or in part, commencing on a date which is one year from the Closing Date and expiring on the five-year anniversary of the Closing Date at an initial exercise price per Share of $[●]3.48, which is equal to 150145% of the public offering price for one of the Firm ShareShares. The Representative’s Warrant and the Common Shares issuable upon exercise of the Representative’s Warrant thereof are sometimes hereinafter referred to together collectively as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities Shares during the one hundred eighty (180) days first year after the Effective Closing Date and by its acceptance thereof shall agree that it will not not, sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion potion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Closing Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (Cavico Corp)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant for the purchase of the number of Common Shares equal to 72.5% of the number of Firm Common Shares sold included in the Units issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Warrant”), at an initial exercise price of $$ [●]] per Unit, which is equal to 150125% of the public offering price for one Firm ShareUnit. The Representative’s Warrant and the Common Shares issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) 180 days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) 180 days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by FINRA Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (ADiTx Therapeutics, Inc.)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date Date, or Option Closing Date, as applicable, a warrant for the purchase of the number of Common Shares equal to 76% of the number of Firm Common Shares sold issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Warrant”), at an initial exercise price of $[●]5.00, which is equal to 150125% of the public offering price for one Firm Common Share. The Representative’s Warrant and the Common Shares issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (Bionik Laboratories Corp.)

Representative’s Warrant. The Company hereby agrees to issue to the Representative Representatives (and /or its their designees) on the Closing Date Date, or Option Closing Date, as applicable, a warrant for the purchase of the number of Common Shares equal to 76% of the number of Firm Common Shares sold issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Representatives’ Warrant”), at an initial exercise price of $[●], which is equal to 150125% of the public offering price for one Firm Common Share. The Representative’s Representatives’ Warrant and the Common Shares issuable upon exercise of the Representative’s Representatives’ Warrant are hereinafter referred to together as the “Representative’s Representatives’ Securities.” The Representative understands Representatives understand and agrees agree that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Representatives’ Warrant and the underlying securities during the one three hundred eighty sixty (180360) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Representatives’ Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one three hundred eighty sixty (180360) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative Representatives or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (Bionik Laboratories Corp.)

Representative’s Warrant. The Company hereby agrees to issue to the Representative Representatives (and /or its their designees) on the Closing Date a warrant warrants for the purchase of the an aggregate number of Common Ordinary Shares equal to 75% of the number of Firm Ordinary Shares sold issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s WarrantRepresentatives’ Warrants”), at an initial exercise price of $[●], which is equal to 150100% of the public offering price for one Firm Ordinary Share. The Representative’s Representatives’ Warrant and the Common Ordinary Shares issuable upon exercise of the Representative’s Warrant Representatives’ Warrants are hereinafter referred to together as the “Representative’s Representatives’ Securities.” The Representative understands Representatives understand and agrees agree that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant Representatives’ Warrants and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s WarrantRepresentatives’ Securities, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative Representatives or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (WF International Ltd.)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant (the “Representative’s Warrant”) for the purchase of the a number of shares of Common Shares Stock equal to 75% of the number of Firm Shares sold issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s WarrantWarrant Agreement”), at an initial exercise price of $[●]1.15, which is equal to 150125% of the public offering price for one Firm per Share. The Representative’s Warrant and the shares of Common Shares Stock issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (PARETEUM Corp)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant for the purchase of the number of Common Shares equal to 77.0% of the number of Firm Common Shares sold underlying the Units issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Warrant”), at an initial exercise price of $[●]7.50 per share, which is equal to 150125% of the public offering price for one Firm ShareUnit. The Representative’s Warrant and the Common Shares issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) 180 days after the Effective Date commencement date of sales in the Offering and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) 180 days following after the Effective Date to anyone other than (i) an Underwriter or a selected dealer commencement date of sales in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or except as otherwise expressly permitted by FINRA Rule 5110(g5110(e), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (HeartBeam, Inc.)

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Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant (the “Representative’s Warrant”) for the purchase of the a number of Common Shares equal to 7110% of the number of Firm Shares sold issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s WarrantWarrant Agreement”), at an initial exercise price of $[l], which is equal to 150110% of the public offering price for one Firm per Share. The Representative’s Warrant and the shares of Common Shares Stock issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (The Future Education Group Inc.)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant for the purchase of the number of Common Shares equal to 72.5% of the number of Firm Common Shares sold included in the Units issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Warrant”), at an initial exercise price of $[●]5.00 per share, which is equal to 150125% of the public offering price for one Firm ShareUnit. The Representative’s Warrant and the Common Shares issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) 180 days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) 180 days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by FINRA Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (ADiTx Therapeutics, Inc.)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant for the purchase of the number of Common Shares equal to 77.0% of the number of Firm Common Shares sold underlying the Units issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Warrant”), at an initial exercise price of $[●]] per share, which is equal to 150125% of the public offering price for one Firm ShareUnit. The Representative’s Warrant and the Common Shares issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) 180 days after the Effective Date commencement date of sales in the Offering and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) 180 days following after the Effective Date to anyone other than (i) an Underwriter or a selected dealer commencement date of sales in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or except as otherwise expressly permitted by FINRA Rule 5110(g5110(e), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (HeartBeam, Inc.)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant (the “Representative’s Warrant”) for the purchase of the a number of Common Shares equal to 75% of the number of Firm Shares Units sold in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s WarrantWarrant Agreement”), at an initial exercise price of $[●]0.6875, which is equal to 150125% of the public offering price for one Firm Shareper Unit, provided, however, that the Representative shall only receive Representative’s Warrants equal to 4% of the number of Units sold in the Offering to any officer or director of the Company (including any entity under their control). The Representative’s Warrant and the shares of Common Shares Stock issuable upon exercise of the Representative’s Warrant Warrants are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (Tonix Pharmaceuticals Holding Corp.)

Representative’s Warrant. The Company hereby agrees to issue to the Representative (and /or its designees) on the Closing Date a warrant for the purchase of the number of Common Ordinary Shares equal to 7% of the number of Firm Ordinary Shares sold issued in the Offering, pursuant to a warrant agreement in the form attached hereto as Exhibit A (the “Representative’s Warrant”), at an initial exercise price of $[●], which is equal to 150120% of the public offering price for one Firm Ordinary Share. The Representative’s Warrant and the Common Ordinary Shares issuable upon exercise of the Representative’s Warrant are hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying securities during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; or as otherwise expressly permitted by Rule 5110(g), and only if any such transferee agrees to the foregoing lock-up restrictions.

Appears in 1 contract

Samples: Underwriting Agreement (Fit Boxx Holdings LTD)

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