Common use of Warrants and Issuance of Warrant Certificates Clause in Contracts

Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] Firm Warrants and evidencing the right to purchase an aggregate of [__________] shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretary. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be identical to the Firm Warrants, as described herein. Up to [__________] Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the Underwriters in accordance with the Underwriting Agreement. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 3 contracts

Samples: Warrant Agreement (Skystar Bio-Pharmaceutical Co), Warrant Agreement (Skystar Bio-Pharmaceutical Co), Warrant Agreement (Skystar Bio-Pharmaceutical Co)

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Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant to purchase one quarter half of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] Firm Warrants and evidencing the right to purchase an aggregate of [__________] shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's ’s Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretary. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be identical to the Firm Warrants, as described herein. Up to [__________] Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's ’s Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any single Warrants for fractional one half share of Common Stock.

Appears in 2 contracts

Samples: Warrant Agreement (NGTV), Warrant Agreement (NGTV)

Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] 1,800,000 Firm Warrants and evidencing the right to purchase an aggregate of [__________] 1,800,000 shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretary. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] 270,000 Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] 270,000 shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Certificates representing Over-Allotment Warrants will be initially attached to certificates representing an equal number of Over-Allotment Shares. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 2 contracts

Samples: Warrant Agreement (Tri-S Security Corp), Warrant Agreement (Tri-S Security Corp)

Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates Certificate representing such Warrant to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] 1,650,000 Firm Warrants and evidencing the right to purchase an aggregate of [__________] 1,650,000 shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretarythe proper officers of the Company. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] 247,500 Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] 247,500 shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed issued and delivered on written order of the Company signed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Exercise Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 1 contract

Samples: Warrant Agent Agreement (Natural Gas Services Group Inc)

Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] 2,000,000 Firm Warrants and evidencing the right to purchase an aggregate of [__________] 2,000,000 shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretary. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] 300,000 Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] 300,000 shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Certificates representing Over-Allotment Warrants will be initially attached to certificates representing an equal number of Over-Allotment Shares. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 1 contract

Samples: Warrant Agent Agreement (Valuerich Inc)

Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] 1,000,000 Firm Warrants and evidencing the right to purchase an aggregate of [__________] 1,000,000 shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignaturecountersignature on the Effective Date. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares Common Stock sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Sharesshares of Common Stock. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretaryan authorized officer. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] 150,000 Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] 150,000 shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Certificates representing Over-Allotment Warrants may be initially attached to certificates representing an equal number of Over-Allotment shares of Common Stock of the Company, but are not required to be so attached; it being the intent of the parties that the Representative may exercise the over-allotment option to purchase the Over-Allotment Common Stock and/or the Over-Allotment Warrants. The Bridge Warrants shall carry identical terms and conditions to those established for the Firm Warrants and outlined herein. Up to 428,565 Bridge Warrants may be issued and such Bridge Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to 428,565 shares of Common Stock of the Company. Any Bridge Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature upon closing of the Public Offering. Certificates representing Bridge Warrants need not be attached to certificates for shares of Common Stock of the Company. The Representative's Warrants shall carry identical terms and conditions to those established for the Firm Warrants and outlined herein. Up to 100,000 Representative's Warrants may be issued and such Representative's Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to 100,000 shares of Common Stock of the Company. Any Representative's Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the Representative's Purchase Options to purchase shares of Common Stock and Representative's Warrants, which Purchase Options may not be exercised prior one year from the Effective Date. Certificates representing Representative's Warrants may be initially attached to certificates representing an equal number of shares of Common Stock of the Company, but are not required to be so attached. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Exercise Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 1 contract

Samples: Warrant Agreement (Navidec Inc)

Warrants and Issuance of Warrant Certificates. Each Class A Warrant, when signed by the Chairman or President or any Vice President and by the Secretary, Treasurer or Assistant Secretary of the Company and counter-signed by the Warrant Agent, shall initially entitle the Registered Owner Holder of the Class A Warrant Certificates Certificate representing such Class A Warrant to purchase one quarter of one (1) share of Common Stock on upon the exercise thereofthereof and payment of the Class A Warrant Exercise Price therefor, subject to modification and adjustment as hereinafter provided in Section 9; 8 herein and redemption as provided that Warrants may only be exercised in whole numbers for whole shares Section 9 herein. Each Class B Warrant, when signed by the Chairman or President or any Vice President and by the Secretary, Treasurer or Assistant Secretary of the Company and counter-signed by the Warrant Agent, shall initially entitle the Registered Holder of the Class B Warrant Certificate representing such Class B Warrant to purchase one (1) share of Common StockStock upon the exercise thereof and payment of the Class B Warrant Exercise Price therefor, subject to modification and adjustment as provided in Section 8 herein and redemption as provided in Section 9 herein. Upon execution of this Agreement, Warrant Certificates representing [__________] Firm the number of Warrants and evidencing sold pursuant to the right to purchase an aggregate of [__________] shares of Common Stock of the Company Underwriting Agreement shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignatureAgent. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on Upon written order of the Company signed by its President or Chairman or a Vice President and attested by its Secretary or an Assistant Secretary, the Warrant Certificates shall be countersigned, issued and delivered by the Warrant Agent as part of the Units. The From time to time up to the Expiration Date, the Warrant Agent shall countersign and deliver stock certificates in required whole number denominations representing up to an aggregate of 4,600,000 shares of Common Stock, subject to adjustment as described herein, upon the exercise of Warrants in accordance with this Agreement. From time to time, up to the Expiration Date of the Warrants, the Warrant Agent shall countersign and deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be identical to the Firm Warrants, as described herein. Up to [__________] Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] shares of Common Stock of the Company. Any ; provided that no Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the Underwriters in accordance with the Underwriting Agreement. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only except (i) those initially issued hereunder, (ii) those issued on or after the Separation First Exercise Date on upon the exercise of fewer than all Warrants represented by any Warrant Certificate to evidence any unexercised Warrants held by the Warrants or on exercising Registered Holder, (iii) those issued upon any transfer or exchange pursuant to Section 6 herein; (iv) those issued in replacement of lost, stolen, destroyed or mutilated Warrant Certificates pursuant to Section 7 herein; (v) those issued pursuant to the Warrant Shares. The Warrant Agent, if other than Representative's Purchase Option; and (vi) at the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares option of the Company’s Common Stock. In , in such form as may be approved by its Board of Directors, to reflect any adjustment or change in the case of the exercise of less than all the Warrants represented in a CertificateClass A Warrant Exercise Price and/or Class B Warrant Exercise Price, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which purchasable upon exercise of the Warrants or the Redemption Price therefor pursuant to Section 8 herein. Pursuant to the terms of the Representative's Purchase Option, the Representative may purchase up to 200,000 Units, which include up to 200,000 Class A Warrants and up to 200,000 Class B Warrants. The Representative's Purchase Option (i) shall be exercised. No half shares or fractional shares will exercisable for a four-year period commencing on the First Exercisable Date, (ii) shall not expire until the fourth anniversary of the First Exercisable Date, (iii) shall be issued exercisable at exercise prices equal to One Hundred Twenty Percent (120%) of the price of the Units, as applicable, and (iv) shall not be subject to redemption by the Company. The Warrant Agent Notwithstanding anything herein to the contrary, the Representative's Purchase Option shall not permit be transferable or assignable without the exercise prior written consent of any Warrants the Company for fractional share a period of Common Stockone (1) year commencing the date hereof and then only to officers, directors and employees of the Representative.

Appears in 1 contract

Samples: Warrant Agreement (Biodelivery Sciences International Inc)

Warrants and Issuance of Warrant Certificates. Each Warrant two Warrants shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant Warrants to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] 1,150,000 Firm Warrants and evidencing the right to purchase an aggregate of [__________] 575,000 shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretarythe proper officers of the Company. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] 172,500 Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] 86,250 shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed issued and delivered on written order of the Company signed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Certificates representing Over-Allotment Warrants will be initially attached to certificates representing an equal number of Over-Allotment Shares. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Exercise Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 1 contract

Samples: Warrant Agreement (Multi Link Telecommunications Inc)

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Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant to purchase one quarter half of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] _ Firm Warrants and evidencing the right to purchase an aggregate of [__________] _ shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's ’s Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretary. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be identical to the Firm Warrants, as described herein. Up to [__________] _ Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] _ shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's ’s Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any single Warrants for fractional one half share of Common Stock.

Appears in 1 contract

Samples: Warrant Agreement (NGTV)

Warrants and Issuance of Warrant Certificates. Each Warrant shall --------------------------------------------- initially entitle the Registered Owner of the Warrant Certificates Certificate representing such Warrant to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] the Firm Warrants and evidencing the right to purchase an aggregate of [__________] shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignaturecountersignature on the Effective Date. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares number of Units sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Sharesshares of Common Stock. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretaryan authorized officer. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Units containing the Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. The Representative's Warrants shall carry identical terms and conditions to those established for the Firm Warrants and outlined herein (except for the Exercise Price of such Representative's Warrants, as set forth in Section 1(l)). Any Representative's Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the Representative's Purchase Options to purchase Units containing the Representative's Warrants, which Purchase Options may not be exercised prior to one (1) year from the Effective Date, and may not be exercised after the Expiration Date. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Exercise Date on exercise of the Warrants or on transfer or exchange of the Warrant SharesWarrants. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 1 contract

Samples: Warrant Agreement (Newcom Inc)

Warrants and Issuance of Warrant Certificates. Each Warrant two Warrants shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant Warrants to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] 925,000 Firm Warrants and evidencing the right to purchase an aggregate of [__________] 462,500 shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretarythe proper officers of the Company. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] 138,750 Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] 69,375 shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed issued and delivered on written order of the Company signed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.representing

Appears in 1 contract

Samples: Series D Warrant Agreement (Multi Link Telecommunications Inc)

Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] 1,200,000 Firm Warrants and evidencing the right to purchase an aggregate of [__________] 1,200,000 shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretary. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] 180,000 Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] 180,000 shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Certificates representing Over-Allotment Warrants will be initially attached to certificates representing an equal number of Over-Allotment Shares. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Exercise Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 1 contract

Samples: Warrant Agreement (Factual Data Corp)

Warrants and Issuance of Warrant Certificates. Each Warrant shall initially entitle the Registered Owner of the Warrant Certificates representing such Warrant to purchase one quarter of one share of Common Stock on exercise thereof, subject to modification and adjustment as hereinafter provided in Section 9; and provided that Warrants may only be exercised in whole numbers for whole shares of Common Stock. Warrant Certificates representing [__________] 1,380,000 Firm Warrants and evidencing the right to purchase an aggregate of [__________] 1,380,000 shares of Common Stock of the Company shall be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature. Certificates representing the Firm Warrants to be delivered to the Warrant Agent shall be in direct relation to the Firm Shares sold as a Unit in the Company's ’s Public Offering and shall be attached to certificates representing such corresponding an equal number of Firm Shares. The Warrant Certificates representing the Firm Warrants will be issued and delivered on written order of the Company signed by its President and attested by its Secretary or Assistant Secretary. The Warrant Agent shall deliver Warrant Certificates in required whole number denominations to the persons entitled thereto in connection with any transfer or exchange permitted under this Agreement. The Over-Allotment Warrants shall be carry identical terms and conditions to those established for the Firm Warrants, as described Warrants and outlined herein. Up to [__________] 180,000 Over-Allotment Warrants may be issued and such Over-Allotment Warrants shall evidence the right of the Registered Owners thereof to purchase an aggregate of up to [__________] 180,000 shares of Common Stock of the Company. Any Warrant Certificates for Over-Allotment Warrants to be issued will be executed by the proper officers of the Company and delivered to the Warrant Agent for countersignature on exercise of the option to purchase Over-Allotment Warrants by the several Underwriters in accordance with the Underwriting Agreement. Certificates representing Over-Allotment Warrants will be initially attached to certificates representing an equal number of Over-Allotment Shares. Except as provided in Section 8 hereof, share certificates representing the Warrant Shares shall be issued only on or after the Separation Date on exercise of the Warrants or on transfer or exchange of the Warrant Shares. The Warrant Agent, if other than the Company's ’s Transfer Agent, shall arrange with the Transfer Agent for the issuance and registration of all Warrant Shares. The Warrants are exercisable in even numbers, for whole shares of the Company’s Common Stock. In the case of the exercise of less than all the Warrants represented in a Certificate, the Warrant Agent shall cancel the Certificate upon the surrender thereof and shall deliver a new Warrant Certificate or Warrant Certificates of like tenor, which the Warrant Agent shall countersign, for the balance of such Warrants. In the case that the attempted exercise of all of the Warrants represented thereby would require the issuance of a fractional share of Common Stock, the Warrants shall be deemed to have been exercised for the nearest whole number of shares of Common Stock into which the Warrants may be exercised. No half shares or fractional shares will be issued by the Company. The Warrant Agent shall not permit the exercise of any Warrants for fractional share of Common Stock.

Appears in 1 contract

Samples: Warrant Agreement (Arena Resources Inc)

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