Delivered Warrants definition

Delivered Warrants means a number of Warrants in an amount equal to the positive difference, if any, between the number of Total Shares less the number of Delivered Shares.

Examples of Delivered Warrants in a sentence

  • Notwithstanding anything herein to the contrary, Purchaser and Parent make no representations or warranties regarding Taxes relative to Seller, Seller Principals or the Closing Delivered Warrants.

  • As of the Closing Date, all Unregistered Converted Securities issuable upon the exercise of the fully vested Closing Delivered Warrants were reserved for issuance by Parent pursuant to the Closing Delivered Warrants.

  • Parent has taken all such actions as may be necessary to ensure that the Closing Delivered Warrants are issued, and upon vesting and exercise, Parent shall take all such actions as may be necessary to ensure that the Unregistered Converted Securities are when issued, without violation by Parent of any Applicable Law or governmental regulation or any requirements of any domestic securities exchange upon which the Unregistered Converted Securities may be listed at the time of such exercise.

  • Seller has had an opportunity to receive all information related to Parent requested by Seller and to ask questions of and receive answers from Parent regarding the Parent, its business and the terms and conditions of the offering of the Closing Delivered Warrants, and upon vesting and exercise, the resulting Unregistered Converted Securities.

  • Parent shall have delivered the Closing Delivered Warrants to Seller (i.e., the Warrant Certificates).

  • I have delivered the Warrants or Certificates of Warrant and requested the new Warrants (if any) Amount of Delivered Warrants or Certificates of Warrant ............................................

  • In the event that Seller wishes to sell, assign, pledge or transfer the Closing Delivered Warrants and/or securities issued pursuant to the Closing Delivered Warrants consistent with this Agreement, the Warrant Agreement and Applicable Law, Parent agrees to pay reasonable attorney’s fees and expenses in connection with the preparation and issuance of an opinion of counsel necessary to effect such sale, assignment, pledge or transfer.

  • Seller did not learn of the investment in the Closing Delivered Warrants, and upon vesting and exercise, the resulting Unregistered Converted Securities, as a result of any general solicitation or general advertising.

  • Nothing contained herein shall be deemed a representation or warranty by Seller or Seller’s Principals to hold the Closing Delivered Warrants, and upon vesting and exercise, the resulting Unregistered Converted Securities, for any period of time.

  • All Unregistered Converted Securities issuable upon the exercise of the Closing Delivered Warrants shall be upon issuance, and Parent shall take all such actions as may be necessary or appropriate in order that such Unregistered Converted Securities are, validly issued, fully paid and non-assessable, issued without violation of any preemptive or similar rights of any stockholder of Parent and free and clear of all Liens when issued and when exercised as described in the Closing Delivered Warrants.

Related to Delivered Warrants

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

  • Pre-Funded Warrant Shares means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants.

  • Common Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Common Warrants shall be exercisable immediately and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • SPAC Warrants means the SPAC Public Warrants and the SPAC Private Placement Warrants.

  • Series D Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately upon issuance and have a term of exercise equal to five (5) years, in the form of Exhibit C attached hereto.

  • Option Warrants shall have the meaning ascribed to such term in Section 2.2(a).

  • VMTP Shares means Variable Rate MuniFund Term Preferred Shares, $0.00001 par value per share, liquidation preference $100,000 per share plus an amount equal to accumulated but unpaid dividends thereon (whether or not earned or declared), of the Trust. The preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of each series of VMTP Shares are set forth in the VMTP Shares Statement.

  • Investor Warrants has the meaning given it in the recitals of this Agreement.

  • Common Shares means the common shares in the capital of the Corporation;

  • Certificated Warrant means a Warrant evidenced by a writing or writings substantially in the form of Schedule “A”, attached hereto;

  • Underlying Shares means the shares of Common Stock issuable upon conversion of this Debenture or as payment of interest in accordance with the terms hereof.

  • Initial Warrants means the warrants of the Company to purchase shares of Common Stock underlying the Initial Units issued and outstanding prior to the IPO.

  • PIPE Shares shall have the meaning given in the Recitals hereto.

  • Company Warrants means warrants to purchase shares of Company Common Stock.

  • Converted Shares means the Subject Equity Shares resulting from the conversion of Restricted Voting Shares into the Subject Equity Shares pursuant to subparagraph (ii);

  • Warrant Share Delivery Date shall have the meaning set forth in Section 2(d)(i).

  • Special Warrants means the special warrants issued by the Company, at a price of $0.10 per Special Warrant, pursuant to the Special Warrant Private Placement and entitling the holder thereof to acquire, for no additional consideration, one Common Share pursuant to the terms and conditions in the Special Warrant Certificates; and

  • Put Shares means all shares of Common Stock issued, or that the Company shall be entitled to issue, per any applicable Put Notice in accordance with the terms and conditions of this Agreement.

  • Book Entry Warrants means Warrants that are to be held only by or on behalf of the Depository;

  • Authorized shares means the shares of all classes a domestic or foreign corporation is authorized to issue.

  • Conversion Shares means, collectively, the shares of Common Stock issuable upon conversion of the shares of Preferred Stock in accordance with the terms hereof.

  • Warrant Shares means the shares of Common Stock issuable upon exercise of the Warrants.

  • Company Convertible Securities means, collectively, any options, warrants or rights to subscribe for or purchase any capital stock of the Company or securities convertible into or exchangeable for, or that otherwise confer on the holder any right to acquire any capital stock of the Company.

  • Pre-Funded Warrants means, collectively, the Pre-Funded Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Pre-Funded Warrants shall be exercisable immediately and shall expire when exercised in full, in the form of Exhibit A-2 attached hereto.

  • Shares means the shares of Common Stock issued or issuable to each Purchaser pursuant to this Agreement.

  • New Shares means ordinary or common shares, whether of the entity or person (other than the Share Issuer) involved in the Merger Event or a third party, that are, or that as of the Merger Date are promptly scheduled to be, (i) publicly quoted, traded or listed on an exchange or quotation system located in the same country as the Exchange (or, where the Exchange is within the European Union, in any member of state of the European Union) or on another exchange acceptable to the Issuer and (ii) not subject to any currency exchange controls, trading restrictions or other trading limitations.