Replacement Warrants definition
Examples of Replacement Warrants in a sentence
The Company agrees to use reasonable efforts in connection with any Purchase Right Flip-Up Event to effect such event in a manner that is tax-efficient for the recipients of Replacement Warrants (to the extent practicable).
Such Investor acknowledges that the Shares, the Parent Warrants, the Replacement Warrants, the Subsidiary Stock Purchase Rights, the IPO Valuation Warrants, the Subsidiary Warrants and the Conversion Shares have not been registered under the Securities Act or under any state securities laws.
No Action shall have been commenced by any governmental authority against any party hereto seeking to restrain or delay the purchase and sale of the Shares, the Parent Warrants, the Replacement Warrants, the Subsidiary Stock Purchase Rights, the IPO Valuation Warrants, the Subsidiary Warrants or the Conversion Shares, or any of the other transactions contemplated by this Agreement and the other Transaction Documents.
As of the Effective Date, all of the Replacement Warrants will be outstanding as duly authorized and validly existing warrants to acquire First Majestic Shares, which will not be issued in violation of the terms of any agreement or other understanding binding upon First Majestic at the time at which they are issued and will be issued in compliance with the constating documents of First Majestic and all applicable Laws.
On the Closing Date, there shall not be in effect any Law or Order directing that the purchase and sale of the Shares, the Parent Warrants, the Replacement Warrants, the Subsidiary Stock Purchase Rights, the IPO Valuation Warrants, the Subsidiary Warrants or the Conversion Shares, or any of the other transactions contemplated by this Agreement and the other Transaction Documents, not be consummated or which has the effect of rendering it unlawful to consummate any such transaction.