Debenture Warrant definition
Examples of Debenture Warrant in a sentence
An event of default (as defined in the applicable security) in any other Debenture, Warrant or other security issued to the Holder or another holder pursuant to the Securities Purchase Agreement (a “Cross Default”) shall constitute an Event of Default hereunder.
It is expressly understood and agreed by the parties that neither the amounts payable pursuant to Section 12, any redemption premium, remedy upon an Event of Default (as defined in the Debenture) or any Acceleration Amount (as defined in the Debenture), original issue discount nor any investment returns of the Buyer on the sale of the Debenture, Warrant, or the sale of any Shares (whether unrealized or realized) shall be construed as interest.
The Company’s failure to issue and deliver Shares to the Buyer (either by DWAC, DRS or in certificated form, as required by Section 5(b)) on or before the Delivery Date shall be considered an Event of Default, which shall entitle the Buyer to certain remedies set forth in the Debenture, Warrant, and provided by applicable law.
A Purchaser may make such assignment or transfer to any transferee or assignee of any Debenture, Warrant, Registrable Securities, provided that (i) such transfer is made expressly subject to this Agreement and the transferee agrees in writing to be bound by the terms and conditions hereof and (ii) the Company is provided with written notice of such assignment.
The Holder acknowledges and understands that prior to the registration of the Conversion Shares as provided herein, the Debenture, Warrant and the Conversion Shares are "restricted securities" as defined in Rule 144 promulgated under the Act.
The Holder understands that no disposition or transfer of the Debenture, Warrant or Conversion Shares may be made by Holder in the absence of (i) an opinion of counsel from counsel to the Holder, which opinion and counsel shall be reasonably satisfactory to the Company and its counsel that such transfer may be made without registration under the 1933 Act or (ii) such registration.
The Debenture Warrants so issued will have an exercise price equal to the average Fair Market Value (as defined in the Debenture Warrant) for the 15 days prior to the issuance of such Debenture Warrant, subject to adjustment as provided in Exhibit D.
The Debenture Warrants so issued will have an exercise price equal to the average Fair Market Value (as defined in the Debenture Warrant) for the 15 days prior to the issuance of such Debenture Warrant.
Neither the Company nor any person acting for the Company, has conducted any "general solicitation," as such term is defined in Regulation D, with respect to any of the Convertible Debenture, Warrant, or Shares issued or issuable upon conversion of the Convertible Debenture or exercise of the Warrant, as such are being offered hereby.
It has the requisite legal power to enter into this Agreement, the Investor Rights Agreement, the Loan Facility and any Ancillary Agreement, to purchase the Debentures, the Debenture Warrant and the Shares and to carry out and perform its obligations under the terms of this Agreement, the Investor Rights Agreement, the Loan Facility and any Ancillary Agreement.