Series D Warrants Sample Clauses

Series D Warrants. The Company agrees to issue to each of the Purchasers Warrants to purchase 300 shares of Common Stock for each Preferred Share purchased. The number of shares of Common Stock issuable upon exercise of each Purchaser’s Warrants issued pursuant to this Agreement is set forth opposite such Purchaser’s name on Exhibit A hereto. The Warrants shall expire five (5) years from the Closing Date and shall have an exercise price per share equal to $4.50.
Sample 1Sample 2Sample 3
AutoNDA by SimpleDocs
Series D Warrants. B. The Securities. The term "
Sample 1Sample 2
Series D Warrants. Simultaneously with the Series D ----------------- Shareholder's purchase of Series D Preferred Stock pursuant to that certain Stock and Warrant Purchase Agreement, between the Company and the Series D Shareholder, dated April 13, 1999, the Company issued to the Series D Shareholder a certain warrant to purchase 660,000 additional shares of Series D Preferred Stock (the "Series D Warrant"), in addition to certain other warrants (the "E&Y Warrants"). The Series D Shareholder hereby agrees to be bound by the obligations set forth in the Series D Warrant to exercise all of the warrants represented by the Series D Warrant upon the occurrence of an Exercise Event (as defined in the Series D Warrant).
Sample 1Sample 2
Series D Warrants. If the Company sells more than 8,918,856 ----------------- shares of Stock (the number of any such shares, the "Excess Shares"), then it ------------- will issue to each Purchaser and Additional Purchaser that did not purchase Excess Shares warrants (the "Series D Warrants") to purchase additional shares ----------------- of Stock, the exact aggregate number of which shall be equal to the product of (x) a fraction, the numerator of which is the shares of Stock held by such Purchaser or Additional Purchaser and the denominator of which 8,918,856, and (y) the aggregate number of Excess Shares. The Series D Warrants, if any, shall terminate five years after the issuance thereof, unless earlier exercised. The exercise price for the Series D Warrants shall be equal to the Purchase Price hereunder. The holders of the shares of Stock issued pursuant to the exercise of the Series D Warrants shall become parties to the Related Agreements upon execution and delivery of the signature pages thereto.
Sample 1
Series D Warrants. On the date hereof, the Company will issue to the Purchasers Series D Warrants to purchase an aggregate of 4,500,000 Ordinary Shares in the amounts set forth on Schedule 1 attached hereto. The Series D Warrants shall be substantially in the form of Exhibit A attached hereto.
Sample 1
Series D Warrants. Within three business days of the Series D Triggering Event, the Company shall send to each Preferred Stockholder, by mail, to the address shown for such Preferred Stockholder in the registry for the New Preferred Stock, Series D Warrants, in substantially the form attached hereto as Exhibit C, the number of which will be equal to the product of (i) a fraction, the numerator of which is the number of shares of New Preferred Stock held of record by such Preferred Stockholder on the Series D Triggering Event and the denominator of which is 500,000 and (ii) 189,101 (the "Series D Warrant Amount"); provided however, to the extent that any event occurs after the date of this Agreement but before the date of issuance of the Series D Warrant which would, if such event were to occur after the date of issuance of the Series D Warrants, increase the number of shares of Class B Common Stock for which the Series D Warrants are exercisable, the Series D Warrant Amount shall be proportionately so increased.
Sample 1
Series D Warrants. Sabby Healthcare Master Fund, Ltd. 6,328,122 $0.05 Sabby Volatility Warrant Master Fund, Ltd. 6,328,122 $0.05 Series F Warrants: Sabby Healthcare Master Fund, Ltd. 8,333,333 $0.05 Sabby Volatility Warrant Master Fund, Ltd. 8,333,333 $0.05 The Purchasers agree to promptly exercise a portion of their Series D Warrants pursuant to Section 2.3 below. To induce the Purchasers to exercise the Series D Warrants, the Company agrees to pay to each Purchaser a warrant exercise fee of $0.01 for each share purchased by such Purchaser upon exercise of the Series D Warrants such that the net purchase price of such warrants shall be $0.04 per share. The Company agrees to pay the warrant exercise fees to the applicable Purchaser within one (1) business days after the Company receives the proceeds from exercise of the Series D Warrants. Such warrant exercise fee shall be paid by wire transfer to the account designated by such Purchaser. The payment of the exercise fee pursuant to this agreement shall be the only exercise fee due, notwithstanding any prior agreement between the parties with respect to such fees.
Sample 1
AutoNDA by SimpleDocs

Related to Series D Warrants

  • Issue Warrants Issue warrants for Borrower’s capital stock.

  • Preferred Shares The Preferred Shares have been duly and validly authorized, and, when issued and delivered pursuant to this Agreement, such Preferred Shares will be duly and validly issued and fully paid and non-assessable, will not be issued in violation of any preemptive rights, and will rank pari passu with or senior to all other series or classes of Preferred Stock, whether or not issued or outstanding, with respect to the payment of dividends and the distribution of assets in the event of any dissolution, liquidation or winding up of the Company.

  • Series B Preferred Stock Section 1.2(d)......................... 5 Shares............................ Section 3.2(a).........................

  • Purchase Warrants The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Warrant”) for the purchase of an aggregate of [·] shares of Common Stock, representing up to 5% of the Firm Shares, for an aggregate purchase price of $100.00. The Representative’s Warrant agreement, in the form attached hereto as Exhibit A (the “Representative’s Warrant Agreement”), shall be exercisable, in whole or in part, commencing on a date which is one (1) year after the Effective Date and expiring on the five-year anniversary of the Effective Date at an initial exercise price per share of Common Stock of $[·], which is equal to 125% of the initial public offering price of the Firm Shares. The Representative’s Warrant Agreement and the shares of Common Stock issuable upon exercise thereof 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 Agreement and the underlying shares of Common Stock 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 Agreement, 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; and only if any such transferee agrees to the foregoing lock-up restrictions.

  • New Warrants This Warrant may be divided or combined with other Warrants upon presentation hereof at the aforesaid office of the Company, together with a written notice specifying the names and denominations in which new Warrants are to be issued, signed by the Holder or its agent or attorney. Subject to compliance with Section 4(a), as to any transfer which may be involved in such division or combination, the Company shall execute and deliver a new Warrant or Warrants in exchange for the Warrant or Warrants to be divided or combined in accordance with such notice. All Warrants issued on transfers or exchanges shall be dated the initial issuance date of this Warrant and shall be identical with this Warrant except as to the number of Warrant Shares issuable pursuant thereto.

  • Series A Preferred Stock On the Closing Date, each Subscriber shall purchase and the Company shall sell to each such Subscriber, the number of shares of Preferred Stock designated on such Subscriber’s signature page hereto for such Subscriber’s Purchase Price indicated thereon.

  • Exercise of Purchase Warrants Nothing contained in this Purchase Warrant shall be construed as requiring the Holder(s) to exercise their Purchase Warrants prior to or after the initial filing of any registration statement or the effectiveness thereof.

  • Private Placement Warrants and Working Capital Warrants The Private Placement Warrants and the Working Capital Warrants shall be identical to the Public Warrants, except that so long as they are held by the Sponsor or any Permitted Transferees (as defined below), as applicable, the Private Placement Warrants and the Working Capital Warrants: (i) may be exercised for cash or on a cashless basis, pursuant to subsection 3.3.1(c) hereof, (ii) may not be transferred, assigned or sold until thirty (30) days after the completion by the Company of an initial Business Combination (as defined below), and (iii) shall not be redeemable by the Company; provided, however, that in the case of (ii) the Private Placement Warrants and the Working Capital Warrants and any shares of Common Stock held by the Sponsor or any Permitted Transferees, as applicable, and issued upon exercise of the Private Placement Warrants and the Working Capital Warrants may be transferred by the holders thereof:

  • Rights, Warrants, Etc Pursuant to Instruction, the Custodian shall (a) deliver warrants, puts, calls, rights or similar securities to the issuer or trustee thereof, or to any agent of such issuer or trustee, for purposes of exercising such rights or selling such securities, and (b) deposit securities in response to any invitation for the tender thereof.

  • Purchase of Convertible Debentures Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, each Buyer agrees, severally and not jointly, to purchase at Closing (as defined herein below) and the Company agrees to sell and issue to each Buyer, severally and not jointly, at Closing, Convertible Debentures in amounts corresponding with the Subscription Amount set forth opposite each Buyer's name on Schedule I hereto. Upon execution hereof by a Buyer, the Buyer shall wire transfer the Subscription Amount set forth opposite his name on Schedule I in same-day funds or a check payable to "Wachovia, N.A., as Escrow Agent for MobilePro Corp.,/ Cornell Capital Partners, LP ", which Subscription Amount shall be held in escrow pursuant to the terms of the Escrow Agreement (as hereinafter defined) and disbursed in accordance therewith. Notwithstanding the foregoing, a Buyer may withdraw his Subscription Amount and terminate this Agreement as to such Buyer at any time after the execution hereof and prior to Closing (as hereinafter defined).

Time is Money Join Law Insider Premium to draft better contracts faster.