Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Consumer Capital Group Inc., a Delaware corporation (the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from the Issuance Date, and at or before 5:00 p.m., Eastern time, [●], 2024 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock of the Company (“Common Stock”), $0.0001 par value 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 per Share (the “Exercise Price”); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 2 contracts
Sources: Underwriter's Warrant Agreement (Consumer Capital Group, Inc.), Underwriting Agreement (Consumer Capital Group, Inc.)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement in consideration of funds duly paid by and between Consumer Capital Group Inc., a Delaware corporation or on behalf of [ ](the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “"Holder”"), as registered owner of this Warrant, to Ventrus Biosciences, Inc. (the "Company"), Holder is entitled, at any time or from time to time from ________________ [DATE THAT IS ONE YEAR FROM DATE OF PROSPECTUS] (the Issuance "Commencement Date"), and at or before 5:00 p.m., Eastern timeTime, ___________________ [●], 2024 DATE THAT IS FIVE YEARS THE FROM DATE OF THE PROSPECTUS] (the “"Expiration Date”"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●____] shares of common stock of the Company (“Common Stock”)Company, $0.0001 par value $.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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Warrant. This Warrant is initially exercisable at $5.00 [________] per Share (125% of the “Exercise Price”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 Warrant, including the Exercise Price 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 2 contracts
Sources: Underwriting Agreement (Ventrus Biosciences Inc), Underwriters’ Warrant Agreement (Ventrus Biosciences Inc)
Warrant. THIS CERTIFIES THATWARRANT (this “Warrant”) certifies that, pursuant to that certain Underwriting Agreement underwriting agreement by and between Consumer Capital Group Inc.among Chanson International Holding., a Delaware corporation Cayman Islands exempted company (the “Company”) ), and Boustead Securities▇▇ ▇▇▇▇▇▇, a division of Benchmark Investments, LLC (“Boustead”), as representative (the “Representatives” and each, a “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 2023 (the “Underwriting Agreement”), Boustead ▇▇ ▇▇▇▇▇▇, a division of Benchmark Investments, LLC (in such capacity with its permitted successors or assignsassignees, the “Holder”), as registered owner of this Warrant, is entitled, subject to Section 3 hereof, at any time or from time to time from [●], 2023 (the Issuance “Exercise Date”), and at or before 5:00 p.m., Eastern time, [●], 2024 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] Class A ordinary shares of common stock of the Company (“Common Stock”), $0.0001 par value per share (the “Shares”), par value $0.0001 per share, of the Company, 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 [●] per Share (100% of the “Exercise Price”initial public offering price of the Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Warrant, including the Exercise Price 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 in effect at the adjusted exercise pricedate the Exercise Price is determined, depending on the contextafter giving effect to any adjustment pursuant to Section 5. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 2 contracts
Sources: Purchase Warrant Agreement (Chanson International Holding), Purchase Warrant Agreement (Chanson International Holding)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement in consideration of funds duly paid by and between Consumer Capital Group Inc., a Delaware corporation or on behalf of [ ](the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “"Holder”"), as registered owner of this Warrant, to Ventrus Biosciences, Inc. (the "Company"), Holder is entitled, at any time or from time to time from ________________ [DATE THAT IS ONE YEAR FROM DATE OF PROSPECTUS] (the Issuance "Commencement Date"), and at or before 5:00 p.m., Eastern timeTime, ___________________ [●], 2024 DATE THAT IS FIVE YEARS THE FROM DATE OF THE PROSPECTUS] (the “"Expiration Date”"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●____] shares of common stock of the Company (“Common Stock”)Company, $0.0001 par value $.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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Warrant. This Warrant is initially exercisable at $5.00 [________] per Share (165% of the “Exercise Price”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 Warrant, including the Exercise Price 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 2 contracts
Sources: Underwriting Agreement (Ventrus Biosciences Inc), Underwriters’ Warrant Agreement (Ventrus Biosciences Inc)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement in consideration of _______ and other good and valuable consideration, duly paid by and between Consumer Capital Group Inc., a Delaware corporation or on behalf of __________ (the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “"Holder”"), as registered owner of this Warrant, to American Biogenetic Sciences, Inc. ("Company"), Holder is entitled, at any time or from time to time from at or after the Issuance dates set forth in the vesting schedule set forth below (each a "Commencement Date"), and at or before 5:00 p.m., Eastern timeTime __________, [●], 2024 2002 (the “"Expiration Date”"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] _____________________________________________________ shares of common stock Class A Common Stock of the Company (“"Common Stock”"), $0.0001 par value 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Warrant. This Warrant is initially exercisable at $5.00 a price per Share (the “Exercise Price”)share of Common Stock as follows: _______ with respect to ________ shares of Common Stock, _______ with respect to _______ shares of Common Stock, and of ______ with respect to ______ shares of Common Stock; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Share applicable exercise price 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 or the adjusted exercise price, depending on the context. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined)."
Appears in 1 contract
Sources: Warrant Agreement (American Biogenetic Sciences Inc)
Warrant. THIS CERTIFIES THAT, pursuant to in connection with, and conditioned upon, the closing of the transactions set forth in that certain Underwriting Amendment No. 2 to Term Loan and Security Agreement dated March 28, 2011, by and between Consumer Capital Group Inc.PhotoMedex, a Delaware corporation Inc. (the “Company”) ), a Nevada corporation, and Boustead SecuritiesClutterbuck Funds, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warranta Delaware limited liability company, Holder is entitled, at any time or from time to time from March 28, 2011 (the Issuance “Commencement Date”), and at or before 5:00 p.m., Eastern timeTime, [●]March 27, 2024 2016 (the “”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 109,650 shares (the “Shares”) of common stock of the Company (“Common Stock”)Company, $0.0001 par value $0.01 per share (the “SharesCommon Stock”), ) subject to adjustment as provided in Section 6 7 hereof. If the Expiration Date is a day on which banking institutions in New York, New York are authorized by law or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrantthe Warrant without the written consent of the Holder. This Warrant is initially exercisable at $5.00 5.70 per Share (the “Initial Exercise Price”, being the Nasdaq closing price on March 8, 2011, and the same as $5.70, the Nasdaq closing price on March 25, 2011); provided, however, that upon the occurrence of any of the events specified in Section 6 7 hereof, the rights granted by this Warrant, including the Exercise Price 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 Initial Exercise Price or the adjusted exercise price, depending on the context. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 1 contract
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Consumer Capital Group Inc.JOB AIRE GROUP INC., a Delaware an Arizona corporation (the “Company”) and Boustead Spartan Capital Securities, LLC (“Boustead”)LLC, as representative (on the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”)other hand, dated [●*], 2019 202[*], as amended (the “Underwriting Agreement”), Boustead Spartan Capital Securities, LLC (in such capacity with its permitted successors or assigns, the “Holder”)) and its assignees, as registered owner holders of this Warrant, is entitled, at any time or from time to time from [*], 202[*], the Issuance date that is one hundred and eighty (180) days after the date of the commencement of the sales of the Company’s Common Stock no par value (the “Common Stock”), (the “Effective Date”), and at or before 5:00 p.m., Eastern time, on [●*], 2024 202[*] (five (5) years from the date hereof) (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●*] shares of common stock Common Stock (equal to five percent (5.0%) of the Company (“Common Stock”), $0.0001 par value per share (Stock sold in the “Shares”offering including any exercise of the overallotment option), subject to adjustment as provided in Section 6 hereofhereof (the “Warrant Shares”). For avoidance of doubt, Warrant (as defined below) will not be exercisable more than five (5) years from the commencement of sales of the Common Stock in the initial public offering. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant (“Warrant. This Warrant is initially exercisable at $5.00 per Share (the “Exercise Price”); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this 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. Any term Capitalized terms not defined herein shall have the meaning ascribed thereto to them in the Underwriting Agreement. 1 5th year anniversary of Agreement by and among the Effective Date (as hereinafter defined)Company.
Appears in 1 contract
Sources: Representative’s Warrant Agreement (Job Aire Group Inc.)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Consumer Capital China Eco-Materials Group Inc.Co. Limited, a Delaware corporation Cayman Islands company (the “Company”) and Boustead Network 1 Financial Securities, LLC Inc. (“BousteadNetwork 1”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 2021 (the “Underwriting Agreement”), Boustead Network 1 (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from the Issuance Date, and at or before 5:00 p.m., Eastern time, [●], 2024 2026 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock ordinary shares, $0.0001 par value, of the Company (“Common Stock”), $0.0001 par value 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein, provided, however, for clarification, that banking institutions shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of banking institutions in The City of New York generally are open for use by customers on such day. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 [●]4 per Ordinary Share (the “Exercise Price”); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Ordinary 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary from the commencement of sales of the Effective Date (as hereinafter defined)Offering.
Appears in 1 contract
Sources: Warrant Agreement (China Eco-Materials Group Co. LTD)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Consumer Capital China Eco-Materials Group Inc.Co. Limited, a Delaware corporation Cayman Islands company (the “Company”) and Boustead Network 1 Financial Securities, LLC Inc. (“BousteadNetwork 1”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 2021 (the “Underwriting Agreement”), Boustead Network 1 (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from the Issuance Date, and at or before 5:00 p.m., Eastern time, [●], 2024 2026 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock ordinary shares, $0.0001 par value, of the Company (“Common Stock”), $0.0001 par value 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein, provided, however, for clarification, that banking institutions shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of banking institutions in The City of New York generally are open for use by customers on such day. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 [●] per Ordinary Share (the “Exercise Price”); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Ordinary 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary from the commencement of sales of the Effective Offering. 2 warrants to purchase an amount equal to ten percent (10%) of the Ordinary Shares sold in the offering 3 The issuance date should be the Closing Date (or the Option Closing Date, as hereinafter defined)defined in the Underwriting Agreement.
Appears in 1 contract
Sources: Warrant Agreement (China Eco-Materials Group Co. LTD)
Warrant. THIS CERTIFIES THAT5.1. As an inducement to Executive entering into this Agreement, the Company will deliver to Executive, within ten (10) days of the date hereof, a warrant (the "Warrant"), exercisable for a period of five years from the date hereof to purchase up to 500,000 shares of the Company's Common Stock (the "Warrant Shares") at an exercise price of $1.60 per share (such price representing the closing price of the Company's common stock on October 11, 2005, as agreed upon between the parties hereto pursuant to that certain Underwriting letter agreement dated October 11, 2005, hereinafter referred to as the "Letter of Intent"). The Warrant will provide that Executive's right to acquire the Warrant Shares shall vest as follows:
(i) 100,000 Warrant Shares upon the execution of this Agreement, (ii) 100,000 Warrant Shares on each of October 22, 2006, October 22, 2007, October 22, 2008 and October 22, 2009 and (iii) 100,000 Warrant Shares on the date, if any, that each New Florida Center commences its operations (i.e., performs a PET scan for a fee on a patient) or on the closing date of the acquisition of any such New Florida Center during the Term of this Agreement by and between Consumer Capital Group Inc., a Delaware corporation (with respect to the “Company”vesting provisions set forth in clauses (ii) and Boustead Securities, LLC (“Boustead”iii), the applicable Warrant Shares will vest on the earlier of such dates if and as representative (they occur). Notwithstanding the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assignsforegoing, the “Holder”), as registered owner of this Warrant, is entitled, at Warrant Shares which have not vested will immediately vest upon any time or from time to time from the Issuance Date, and at or before 5:00 p.m., Eastern time, [●], 2024 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock of issuance by the Company (“Common Stock”)of a non-renewal notice prior to October 22, $0.0001 par value per share (the “Shares”), subject to adjustment 2010 as provided in Section 6 3.2 hereof or upon any termination of this Agreement by Executive pursuant to Section 3.3(g) hereof. If In the Expiration Date event this Agreement is a day on which banking institutions are authorized terminated by law the Company pursuant to Section 3.3(c) or executive order to closeSection 3.3(f), then this the Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing will expire on the date hereof of any such termination (Executive will be entitled to retain any Warrant Shares acquired by him upon the exercise of the Warrant prior to the date of any such termination). In addition, the Warrant shall also grant Executive one demand registration right with respect to the vested Warrant Shares underlying such Warrants and ending "piggy-back" registration rights with respect thereto.
5.2. Executive will have the right to exchange all (but not part) of the 400,000 vested Warrant Shares for a 20% equity interest in all of the New Florida Centers existing on the Expiration Datedate of any such exchange, without making any payment to the Company therefor, provided that Executive makes such election, in writing, prior to any exercise of the Warrant and not later than October 22, 2008. In the event that Executive fails to provide such notice to the Company by such date, Executive's exchange right described herein will terminate as of October 22, 2008. In the event that Executive exercises his exchange right under this Section 5.2, the Company agrees not that, at all times thereafter, all costs and expenses allocated by the Company to take any action that would terminate this Warrant. This Warrant is initially exercisable the aforesaid New Florida Centers will be allocated on a basis consistent with the allocation of such costs and expenses at $5.00 per Share (all imaging centers owned by the “Exercise Price”); provided, however, that upon Company in which it has physician partners at the occurrence time of any such exchange.
5.3. Executive will execute any lock-up agreement with respect to the Warrant and/or the Warrant Shares which is requested by any placement agent or underwriter of the events specified in Section 6 hereofCompany's securities, the rights granted by this Warrant, including the Exercise Price per Share and the number of Shares to be received upon provided that such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending lock-up agreement is on the context. Any term not defined herein shall have same terms and conditions as the meaning ascribed thereto in lock-up agreement signed by the Underwriting Agreement. 1 5th year anniversary other officers and directors of the Effective Date (as hereinafter defined)Company at the time and with respect to such request.
Appears in 1 contract
Sources: Executive Employment Agreement (Sagemark Companies LTD)
Warrant. THIS CERTIFIES THATWarrant No. W-1 Warrant to Purchase 100,000 Shares of Common Stock AUGMENT SYSTEMS, pursuant INC. This certifies that FLEET NATIONAL BANK, its nominees, successors or assigns (the "Holder"), for value received, is entitled to that certain Underwriting Agreement by and between Consumer Capital Group Inc.purchase from AUGMENT SYSTEMS, INC., a Delaware corporation (the “"Company”) and Boustead Securities, LLC (“Boustead”"), as representative 100,000 fully paid and nonassessable shares of the Company's Common Stock, $0.01 par value (the “Representative”) "Common Stock"), at a price of the several underwriters listed in Schedule A thereto $1.00 per share (the “Underwriters”"Exercise Price"), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from up to and including 5:00 p.m. (Boston time) on the Issuance Date, and at or before 5:00 p.m., Eastern time, [●], 2024 Expiration Date (the “Expiration Date”as hereinafter defined), but not thereafterupon surrender to the Company at its principal office at 2 Ro▇▇▇▇▇ ▇▇▇▇, to subscribe forWestford, purchase Massachusetts 01886 (or at such other location as the Company may advise the Holder in writing) of this Warrant properly endorsed with the Form of Subscription attached hereto duly filled in and receivesigned and upon payment, in whole or in partany manner set forth herein, up to [●] shares of common stock of the Company (“Common Stock”), $0.0001 par value per share (aggregate Exercise Price for the “Shares”), number of shares for which this Warrant is being exercised determined in accordance with the provisions hereof. The Exercise Price and the number of shares purchasable hereunder are subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate 4 of this Warrant. This Warrant is initially exercisable at $5.00 per Share and the Warrant Shares are being or will be issued pursuant to and are subject to the terms and provisions of that certain Warrant Purchase Agreement of even date herewith between the Company and Fleet National Bank (the “Exercise Price”"Agreement"); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Share . Capitalized terms used 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. Any term not otherwise defined herein shall have the meaning respective meanings ascribed thereto to them in the Underwriting Agreement. 1 5th year anniversary of This Warrant is subject to the Effective Date (as hereinafter defined).following terms and conditions:
Appears in 1 contract
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement in consideration of $10 duly paid by and between Consumer Capital Group Inc., a Delaware corporation (the “Company”) and Boustead or on behalf of Network 1 Financial Securities, LLC Inc. (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “"Holder”"), as registered owner of this Warrant, is to Delicious Brands, Inc. ("Company"), Hold▇▇ ▇▇ entitled, at any time or from time to time from the Issuance at or after _______, 1999 ("Commencement Date"), and at or before 5:00 p.m., Eastern timeTime, [●]_______, 2024 2003 (the “"Expiration Date”"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 100,000 shares of common stock Common Stock of the Company Company, $.01 par value (“"Common Stock”"). This Warrant is one of a series of similar Warrants of like tenor to purchase up to _________ shares of Common Stock (collectively, $0.0001 par value per share (the “Shares”"Warrants"), subject . The shares of Common Stock are sometimes collectively referred to adjustment herein as provided in Section 6 hereof. the "Securities." If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Warrant may be exercised on the next succeeding business day which that is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 _____ per Share (the “Exercise Price”)share of Common Stock purchased; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Share exercise price 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 or the adjusted exercise price, depending on the context. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined)."
Appears in 1 contract
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement in consideration of $100 duly paid by and between Consumer Capital Group Inc., a Delaware corporation or on behalf of [](the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “"Holder”"), as registered owner of this Warrant, to Cutanea Life Sciences, Inc. (the "Company"), Holder is entitled, at any time or from time to time from ________________ [DATE THAT IS ONE YEAR FROM DATE OF PROSPECTUS] (the Issuance "Commencement Date"), and at or before 5:00 p.m.5:00p.m., Eastern timeTime, ___________________ [●], 2024 DATE THAT IS FIVE YEARS THE FROM DATE OF THE PROSPECTUS] (the “"Expiration Date”"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●____] shares of common stock of the Company (“Common Stock”)Company, $0.0001 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Warrant. This Warrant is initially exercisable at $5.00 [________] per Share (120% of the “Exercise Price”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 Warrant, including the Exercise Price 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 1 contract
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement (a) The Exercise Price of the Warrant held by and between Consumer Capital Group Inc., a Delaware corporation the Investor (the “CompanyInvestor’s Warrant”) is hereby automatically increased to $0.10, subject to further adjustment as provided therein, and Boustead Securities, LLC the Investor’s Warrant is hereby amended to reflect the foregoing.
(“Boustead”b) The initial Warrant Share Amount (as defined in the Investor’s Warrant) is hereby automatically reduced to 17,500,000 shares of Common Stock (as defined in the Investor’s Warrant), subject to further adjustment as representative provided therein, and the Investor’s Warrant is hereby amended to reflect the foregoing.
(the “Representative”c) Section 1.1(a) of the several underwriters listed Investor’s Warrant is hereby deleted in Schedule A thereto (its entirety and replaced with the following: “Underwriters”)Subject to the terms and conditions hereof, dated [●], 2019 (this Warrant shall be automatically exercised by the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from the Issuance Holder on each Tranche Notice Date, and at or before 5:00 p.m., Eastern time, [●], 2024 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part. Within one (1) Trading Day following such Tranche Notice Date and automatic exercise, up Holder shall (i) deliver, for record keeping purposes, a written notice to [●] shares of common stock of the Company (“Common Stock”)Company, $0.0001 par value per share (in the “Shares”), subject to adjustment form attached hereto as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 per Share Appendix 1 (the “Exercise Notice”)(it being understood and agreed that the delivery of an Exercise Notice shall not be a condition to the automatic exercise of this Warrant), and (ii) pay to the Company an amount equal to the applicable Exercise Price multiplied by the number of Warrant Shares as to which this Warrant is being exercised (the “Aggregate Exercise Price”); provided, howeverwhich payment shall be made by the issuance and delivery of a recourse promissory note substantially in the form attached as Exhibit G to the Purchase Agreement (each, that upon a “Recourse Note”), or, if applicable and permitted by Section 1.4, by cashless exercise pursuant to Section 1.4. The Holder shall not be required to deliver the occurrence of any original Warrant in order to effect an exercise hereunder. Execution and delivery of the events specified in Section 6 hereof, Exercise Notice with respect to less than all of the rights granted by this Warrant, including the Exercise Price per Share and the number of Warrant 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary same effect as cancellation of the Effective Date original Warrant certificate and issuance of a new Warrant certificate evidencing the right to purchase the remaining number of Warrant Shares.”
(as hereinafter defined).d) Section 1.4 of the Investor’s Warrant is hereby deleted in its entirety and replaced with the following:
Appears in 1 contract
Sources: Amendment Agreement (Elite Pharmaceuticals Inc /Nv/)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement in consideration of $100.00 duly paid by and between Consumer Capital Group Inc., a Delaware corporation or on behalf of ____________________________ (the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “"Holder”"), as registered owner of this Warrant, to CPI Aerostructures, Inc. ("Company"), Holder is entitled, at any time or from time to time from the Issuance at or after February __, 2004 ("Commencement Date"), and at or before 5:00 p.m., Eastern timeTime, [●]February __, 2024 2008 (the “"Expiration Date”"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock _________________ (_________) Common Shares of the Company Company, $.001 par value (“"Common Stock”Shares"), $0.0001 par value per share pursuant to which the Company has registered Common Shares. This Warrant is one of a series of similar warrants of like tenor to purchase up to 200,000 Common Shares (collectively, the “Shares”"Warrants"), subject . The Common Shares are sometimes referred to adjustment herein as provided in Section 6 hereof. the "Securities." If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Warrant may be exercised on the next succeeding business day which that is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Warrant. This Warrant is initially exercisable at $5.00 ___ per Common Share (the “Exercise Price”)purchased; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Share exercise price and the number of Common 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined)."
Appears in 1 contract
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Consumer Capital Group Inc., a Delaware corporation _____ (the “Company”) and Boustead Securities, LLC (“Boustead”"Holder"), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 (the “Underwriting Agreement”), Boustead (in or such capacity with its permitted successors or Holder’s legal assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from time, upon vesting of this Warrant (the Issuance "Commencement Date"), and at or before 5:00 p.m., Eastern timeTime on OCTOBER __, [●], 2024 2016 (the “"Expiration Date”"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] _____ shares of common stock (”Common Stock”) of Flex Fuels Energy, Inc. (the “Company”) at an exercise price of $0.07 per share. Notwithstanding the foregoing, if during the term of this Warrant the Holder shall cease, for any reason, to be an employee, officer or director of the Company (the “Common StockTriggering Event”), $0.0001 par value per share (as the “Shares”)case may be, subject including by reason of death, the Warrant shall immediately expire to adjustment as provided in Section 6 hereofthe extent not vested at the time of or by reason of the Triggering Event. If the Expiration Date is a day on which banking institutions are authorized by law or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 the above stated prices per Share (the “Exercise Price”)share of Common Stock purchased; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Share exercise prices 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 or the adjusted exercise price, depending on the context. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined)."
Appears in 1 contract
Sources: Common Stock Purchase Warrant (Flex Fuels Energy, Inc.)
Warrant. THIS CERTIFIES THATWARRANT (this “Warrant”) certifies that, pursuant to that certain Underwriting Agreement underwriting agreement by and between Consumer Capital Group Inc.among Chanson International Holding., a Delaware corporation Cayman Islands exempted company (the “Company”) ), and Boustead Securities▇▇ ▇▇▇▇▇▇, a division of Benchmark Investments, LLC (“Boustead”), as representative (the “Representatives” and each, a “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●]March 29, 2019 2023 (the “Underwriting Agreement”), Boustead [Holder’s Name] (in such capacity with its permitted successors or assignsassignees, the “Holder”), as registered owner of this Warrant, is entitled, subject to Section 3 hereof, at any time or from time to time from September 29, 2023 (the Issuance “Exercise Date”), and at or before 5:00 p.m., Eastern time, [●]March 29, 2024 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●Number of Shares] Class A ordinary shares of common stock of the Company (“Common Stock”), $0.0001 par value per share (the “Shares”), par value $0.001 per share, of the Company, 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 4.00 per Share (100% of the “Exercise Price”initial public offering price of the Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Warrant, including the Exercise Price 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 in effect at the adjusted exercise pricedate the Exercise Price is determined, depending on the contextafter giving effect to any adjustment pursuant to Section 5. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 1 contract
Sources: Purchase Warrant Agreement (Chanson International Holding)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement Securities Purchase Agreement, dated November [●], 2025 (the “Securities Purchase Agreement”), by and between Consumer Capital Group Inc.STAK Inc. 斯塔克工 业集团有限公司 , a Delaware corporation Cayman Islands exempted company (the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated and [●], 2019 providing for the public offering (the “Underwriting AgreementOffering”) of Class A ordinary shares, par value US$0.001 per share, of the Company (the “Class A Ordinary Shares”) and warrants to purchase Class A Ordinary Shares (the “Warrants”), Boustead [●] or its assignee(s) (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from on or after November [●], 2025 (the Issuance “Commencement Date”), and at or before 5:00 p.m., Eastern time, November [●], 2024 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock of the Company (“Common Stock”), $0.0001 par value per share 6,000,000 Class A 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 1.20 per Share (the “Exercise Price”)Share; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. This Warrant is being issued pursuant to the terms of the Securities Purchase Agreement. The term “Effective Date” shall mean the effective date of the registration statement in connection with the Offering. The term “Exercise Price” shall mean $1.20, the initial exercise price price, or the adjusted exercise price, depending on the context. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 1 contract
Sources: Warrant Agreement (STAK Inc.)
Warrant. THIS CERTIFIES THATWARRANT (this “Warrant”) certifies that, pursuant to that certain Underwriting Agreement underwriting agreement by and between Consumer Capital Group Inc.among J-Star Holding Co., Ltd., a Delaware corporation Cayman Islands exempted company (the “Company”) and Boustead Securities, LLC (“Boustead”), as representative and [ ] (the “Representatives” and each, a “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 2024 (the “Underwriting Agreement”), Boustead ) (in such capacity with its permitted successors or assignsassignees, the “Holder”), as registered owner of this Warrant, is entitled, subject to Section 3 hereof, at any time or from time to time from [●], 2024 (the Issuance “Exercise Date”), and at or before 5:00 p.m., Eastern time, [●], 2024 202_ (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] ordinary shares of common stock of the Company (“Common Stock”), $0.0001 par value per share (the “Shares”), par value $0.50 per share, of the Company, 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 [●] per Share (110% of the “Exercise Price”initial public offering price of the Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 6 5 hereof, the rights granted by this Warrant, including the Exercise Price 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 in effect at the adjusted exercise pricedate the Exercise Price is determined, depending on the contextafter giving effect to any adjustment pursuant to Section 5. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 1 contract
Sources: Purchase Warrant Agreement (J-Star Holding Co., Ltd.)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Consumer Capital Group Inc.Golden Metropolis International Limited, a Delaware corporation British Virgin Islands company (the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 2018 (the “Underwriting Agreement”), Boustead (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from [●], 2018 (the Issuance “Exercise Date”), and at or before 5:00 p.m., Eastern time, [●], 2024 2023 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock ordinary shares, no par value, of the Company (“Common Stock”), $0.0001 par value 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 per Share (the “Exercise Price”); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Ordinary 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).issuance date 2 NTD: 7% of shares issued in offering
Appears in 1 contract
Sources: Underwriting Agreement (Golden Metropolis International LTD)
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement by and between Consumer Capital Group Inc.Jowell Global Ltd., a Delaware corporation Cayman Islands company limited by shares (the “Company”) and Boustead Network 1 Financial Securities, LLC Inc. (“BousteadNetwork 1”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated [●], 2019 2021 (the “Underwriting Agreement”), Boustead Network 1 (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from the Issuance Date, and at or before 5:00 p.m., Eastern timeTime, [●], 2024 2026 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock ordinary shares, $0.0001 par value, of the Company (“Common Stock”), $0.0001 par value 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein, provided, however, for clarification, that banking institutions shall not be deemed to be authorized or required by law to remain closed due to “stay at home”, “shelter-in-place”, “non-essential employee” or any other similar orders or restrictions or the closure of any physical branch locations at the direction of any governmental authority so long as the electronic funds transfer systems (including for wire transfers) of banking institutions in The City of New York generally are open for use by customers on such day. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 [●]4 per Ordinary Share (the “Exercise Price”); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price per Ordinary 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. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary from the commencement of sales of the Effective Date (as hereinafter defined)Offering.
Appears in 1 contract
Warrant. THIS CERTIFIES THAT, pursuant to that certain Underwriting Agreement Securities Purchase Agreement, dated December [●], 2025 (the “Securities Purchase Agreement”), by and between Consumer Capital Group Inc.STAK Inc. 斯塔克工业集团有限公司, a Delaware corporation Cayman Islands exempted company (the “Company”) and Boustead Securities, LLC (“Boustead”), as representative (the “Representative”) of the several underwriters listed in Schedule A thereto (the “Underwriters”), dated and [●], 2019 providing for the public offering (the “Underwriting AgreementOffering”) of Class A ordinary shares, par value US$0.001 per share, of the Company (the “Class A Ordinary Shares”) and warrants to purchase Class A Ordinary Shares (the “Warrants”), Boustead [●] or its assignee(s) (in such capacity with its permitted successors or assigns, the “Holder”), as registered owner of this Warrant, is entitled, at any time or from time to time from on or after January [●], 2028 (the Issuance “Commencement Date”), and at or before 5:00 p.m., Eastern time, January [●], 2024 2029 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of common stock of the Company (“Common Stock”), $0.0001 par value per share 9,000,000 Class A 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 or executive order to close, then this Warrant may be exercised on the next succeeding business day which is not such a day in accordance with the terms herein. During the period commencing on the date hereof and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Warrant. This Warrant is initially exercisable at $5.00 per Share (the “Exercise Price”); provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Warrant, including the Exercise Price exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. This Warrant is being issued pursuant to the terms of the Securities Purchase Agreement. The term “Effective Date” shall mean the effective date of the registration statement in connection with the Offering. The term “Commencement Date” shall be the second anniversary after the Effective Date, as determined by the Company pursuant to the terms of this Warrant and in accordance with applicable law, which determination may be approved by resolutions of the board of directors of the Company. The term “Exercise Price” shall mean the initial exercise price equal to 120% of the offering price of Class A Ordinary Shares, being the arithmetic average of the closing prices of our Class A Ordinary Shares, as reported on the Nasdaq Capital Market, for the ten consecutive trading days immediately preceding the Effective Date, or the adjusted exercise price, depending on the context. Any term not defined herein shall have the meaning ascribed thereto in the Underwriting Agreement. 1 5th year anniversary of the Effective Date (as hereinafter defined).
Appears in 1 contract
Sources: Warrant Agreement (STAK Inc.)