Common use of SECURITIES FOR WHICH WARRANT IS EXERCISABLE Clause in Contracts

SECURITIES FOR WHICH WARRANT IS EXERCISABLE. In the event the Convertible Preferred Stock is approved and authorized as provided herein, and Other Investors have closed on the purchase in cash (and not by conversion of debt, exercise of warrants or options, or conversion or exercise of other securities or instruments) of a minimum of $15 million of such Convertible Preferred Stock, on the terms and conditions set forth in the Recapitalization Agreement, this Warrant shall be exercisable for such Convertible Preferred Stock. However, if, for any reason, such Convertible Preferred Stock is not approved or authorized, and/or if Other Investors have not closed on the purchase in cash (and not by conversion of debt, exercise of warrants or options, or conversion or exercise of other securities or instruments) of a minimum of $15 million of such Convertible Preferred Stock, on the terms and conditions set forth in the Recapitalization Agreement, this Warrant shall be exercisable for any Equity Security and/or Debt Security and/or any combination thereof, in each case that the Holder shall designate in the Holder's sole discretion.

Appears in 4 contracts

Samples: Recapitalization Agreement (Toucan Capital Fund II, LP), Recapitalization Agreement (Northwest Biotherapeutics Inc), Toucan Capital Fund II, LP

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