Warrant Success Fee Sample Clauses

Warrant Success Fee. In conjunction with a Financing, GMB would earn a "warrant success fee" which is payable in warrants only upon the successful closing of such a Financing. The warrant success fee would be equal to warrants to purchase $250,000 of Company stock at a strike price equal to the per share price of such Financing. For purposes of this engagement, the "Transaction Amount" shall be the amount of cash, securities and other amounts paid or payable to the Company or its shareholders in a Sale or a Partial Sale and shall include the principal amount of bank debt assumed or continuing in the Transaction as well as any earnout, as defined below, received by the Company or its shareholders and any distributions or dividends paid to the shareholders subsequent to the date of this agreement as a result of a Transaction and any Financing amount not otherwise included in the foregoing. If any portion of the Transaction Amount in connection with a Sale or Partial Sale is in the form of debt or equity securities, then that amount of the Transaction Amount shall be based upon the average (mean, if bid and asked prices are quoted) closing price of such securities for the 20 trading days immediately preceding the date of the execution of the Transaction agreement, based on standard published market prices or, if such securities do not have a public market, based upon the fair market value of such securities as of the date of the agreement, as determined by good faith negotiations and agreement between us.
Sample 1
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Related to Warrant Success Fee

  • Warrant Price Adjustment Except as otherwise provided herein, whenever the number of shares of Warrant Stock purchasable upon exercise of this Warrant is adjusted, as herein provided, the Warrant Price payable upon the exercise of this Warrant shall be adjusted to that price determined by multiplying the Warrant Price immediately prior to such adjustment by a fraction (i) the numerator of which shall be the number of shares of Warrant Stock purchasable upon exercise of this Warrant immediately prior to such adjustment, and (ii) the denominator of which shall be the number of shares of Warrant Stock purchasable upon exercise of this Warrant immediately thereafter.

  • Adjustments in Warrant Price 4.3.1 Whenever the number of shares of Common Stock purchasable upon the exercise of the Warrants is adjusted, as provided in subsection 4.1.1 or Section 4.2 above, the Warrant Price shall be adjusted (to the nearest cent) by multiplying such Warrant Price immediately prior to such adjustment by a fraction (x) the numerator of which shall be the number of shares of Common Stock purchasable upon the exercise of the Warrants immediately prior to such adjustment, and (y) the denominator of which shall be the number of shares of Common Stock so purchasable immediately thereafter.

  • Adjustments to Exercise Price and Number of Securities The Exercise Price and the number of Shares underlying the Purchase Warrant shall be subject to adjustment from time to time as hereinafter set forth:

  • Adjustment of Warrant Price and Number of Shares Issuable Upon Exercise The Warrant Price and the number of shares of Warrant Stock that may be purchased upon exercise of this Warrant shall be subject to adjustment from time to time as set forth in this Section 4. The Issuer shall give the Holder notice of any event described below which requires an adjustment pursuant to this Section 4 in accordance with the notice provisions set forth in Section 5.

  • Adjustment of Warrant Price and Number of Shares The number and kind of securities purchasable upon the exercise of this Warrant and the Warrant Price shall be subject to adjustment from time to time upon the occurrence of certain events, as follows:

  • Form of Exercise Price The Holder intends that payment of the Exercise Price shall be made as: ____________ a “Cash Exercise” with respect to _________________ Warrant Shares; and/or ____________ a “Cashless Exercise” with respect to _______________ Warrant Shares.

  • Adjustment of Number of Warrant Shares and Exercise Price The number and kind of Warrant Shares purchasable upon exercise of this Warrant and the Exercise Price shall be subject to adjustment from time to time as follows:

  • Warrant Price During the period specified in Section 2.2, each Warrant shall, subject to the terms of this Warrant Agreement and the applicable Warrant Certificate, entitle the holder thereof to purchase the number of Warrant Securities specified in the applicable Warrant Certificate at an exercise price of $ per Warrant Security, subject to adjustment upon the occurrence of certain events, as hereinafter provided. Such purchase price per Warrant Security is referred to in this Agreement as the “Warrant Price.”

  • Adjustment of Number of Warrant Shares Issuable Upon Exercise of a Warrant and Adjustment of Exercise Price.

  • Adjustment of Exercise Price and Number of Warrant Shares Issuable The Exercise Price and the number and kind of Warrant Shares purchasable upon the exercise of each Warrant shall be subject to adjustment from time to time as follows:

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