Requisite Warrant Holders definition

Requisite Warrant Holders means (i) in the case of any amendment, modification, supplement or waiver affecting Warrant Holders as such holders of a majority in number of the outstanding Warrants so affected, or (ii) in the case of any amendment, modification, supplement or waiver affecting Warrant Holders, a majority in number of Shares represented by the Warrants that would be issuable assuming exercise thereof at the time such amendment, modification, supplement or waiver is voted upon. Notwithstanding any other provision of this Agreement, the Warrant Agent's consent must be obtained regarding any supplement or amendment which alters the Warrant Agent's rights or duties (it being expressly understood that the foregoing shall not be in derogation of the right of the Company to remove the Warrant Agent in accordance with Section 6.03 hereof). For purposes of any amendment, modification or waiver hereunder, Warrants held by the Company or any of its Affiliates shall be disregarded. Any modification or amendment made in accordance with this Agreement will be conclusive and binding on all present and future holders of Warrant Certificates whether or not they have consented to such modification or amendment or waiver and whether or not notation of such modification or amendment is made upon such Warrant Certificates. Any instrument given by or on behalf of any holder of a Warrant Certificate in connection with any consent to any modification or amendment will be conclusive and binding on all subsequent holders of such Warrant Certificate.
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Requisite Warrant Holders means, as of the date of determination, the holders of Warrants representing a majority of the aggregate value of then outstanding Warrants, where the value of each Warrant shall be equal to the product of the Exercise Price of such Warrant and the Warrant Shares purchasable under such Warrant as of such date of determination. The Corporation may amend or supplement this Warrant without the consent of the holder of this Warrant to (i) cure any ambiguity or to correct any defective or inconsistent provision or clerical omission or mistake or manifest error contained in this Warrant or (ii) provide for a financial or other qualified institution to act as warrant agent on behalf of the Corporation to register the transfer of Warrants and to assume and discharge such other duties as shall be customary for warrant agents with respect to warrants registered under the Securities Act; provided, that any amendment or supplement referred to in clause (i) or (ii) above does not, and shall not, in the good faith opinion of the Board of Directors, adversely affect, adversely alter or adversely change the rights, privileges or immunities of the holders of Warrants; and provided, further, that the Corporation shall provide each affected holder of Warrants with written notice of each such amendment or supplement.
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Requisite Warrant Holders means, as of any date of determination, the Holders and Other Holders (treated as a single class) holding outstanding Warrants and Other Warrants representing at least two-thirds (2/3) of the Ordinary Shares for which the outstanding Warrants and Other Warrants are exercisable.
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Examples of Requisite Warrant Holders in a sentence

  • If the Board of Directors and the Requisite Warrant Holders are unable to reach such agreement within a reasonable period, the fair value of such consideration shall be determined by an independent investment bank or a "Big Five" independent public accounting firm, in either case of nationally recognized standing in the valuation of businesses similar to the business of the Corporation, which shall be mutually acceptable to the Corporation and such holders.

  • Except as set forth below, the fair value of any consideration other than cash shall be determined in good faith by the mutual agreement of the Board of Directors and the Requisite Warrant Holders (as defined in Section 12(a)).

  • Except as provided in the last sentence of ------------------- this Section 12(a), the provisions of this Warrant, including the provisions of this sentence, may not be amended, modified or supplemented, and waivers or consents to departures from the provisions hereof may not be given, unless the Corporation has obtained the written consent of the Requisite Warrant Holders (as defined below).

  • Except as provided in the last sentence of this Section 12(a), the provisions of this Warrant, including the provisions of this sentence, may not be amended, modified, or supplemented, and waivers or consents to departures from the provisions hereof may not be given, unless the Corporation has obtained the written consent of the Requisite Warrant Holders (as defined below).

  • Any term of this Warrant may be amended, and the observance of any term of this Warrant may be waived, only with the written consent of the Company and the Requisite Warrant Holders; provided, that any amendment or waiver that is materially adverse to the Holder or Other Holders in a manner disproportionate to the Other Holders shall require the consent of such Holder or Other Holders.

  • This Warrant is not intended to confer any rights, benefits or remedies, obligations or liabilities upon, and shall not be enforceable by any Person other than the parties hereto and their respective successors and permitted assigns; provided, that the Requisite Warrant Holders shall be third party beneficiaries with respect to Section 8.7 solely to the extent necessary to enforce any amendment to this Warrant entered into by the Company and the Requisite Warrant Holders in accordance with Section 8.7.

  • This Warrant and any portion hereof may be modified or changed only by an instrument signed in writing by the Corporation and by the Requisite Warrant Holders.

  • Section 7.01 of the Warrant Agreement provides that the Company and the Warrant Agent may amend the terms of the Warrant Agreement and the Warrants, and waivers to departures from the terms of the Warrant Agreement and Warrants may be given, with the consent of the Requisite Warrant Holders (as defined in the Warrant Agreement).

  • The fair value of any consideration other than cash shall be determined in good faith by the mutual agreement of the Board of Directors and the Requisite Warrant Holders (as defined in Section 12(a)).

  • Except as provided in the last sentence of this ------------------- Section 12(a), the provisions of this Warrant, including the provisions of this sentence, may not be amended, modified or supplemented, and waivers or consents to departures from the provisions hereof may not be given, unless the Corporation has obtained the written consent of the Requisite Warrant Holders (as defined below).


More Definitions of Requisite Warrant Holders

Requisite Warrant Holders means the holders of a majority in number of the outstanding Warrants so affected; provided, however, that Warrants held by the Company or any of its Affiliates shall be disregarded. Any modification or amendment made in accordance with this Agreement will be conclusive and binding on all present and future holders of Warrant Certificates whether or not they have consented to such modification or amendment or waiver and whether or not notation of such modification or amendment is made upon such Warrant Certificates. Any instrument given by or on behalf of any holder of a Warrant Certificate in connection with any consent to any modification or amendment will be conclusive and binding on all subsequent holders of such Warrant Certificate.
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Related to Requisite Warrant Holders

  • Warrant Holders or “Holders” means the holders of the Warrants; and

  • Warrantholders or “holders” without reference to Warrants, means the warrantholders as and in respect of Warrants registered in the name of the Depository and includes owners of Warrants who beneficially hold securities entitlements in respect of the Warrants through a Book Entry Participant or means, at a particular time, the persons entered in the register hereinafter mentioned as holders of Warrants outstanding at such time;

  • Warrant Holder means the holder of a Call Warrant.

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

  • Series C Shares means the shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series C, of the Company.

  • Private Warrants means the Warrants the Investors are privately purchasing simultaneously with the consummation of the Company’s initial public offering.

  • Preferred Shareholders means the holders of Preferred Shares.

  • Series F Preferred Shares means the Series F Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • U.S. Warrantholder means any (a) Warrantholder that (i) is a U.S. Person, (ii) is in the United States, (iii) received an offer to acquire Warrants while in the United States, or (iv) was in the United States at the time such Warrantholder’s buy order was made or such Warrantholder executed or delivered its purchase order for the Warrants or (b) person who acquired Warrants on behalf of, or for the account or benefit of, any U.S. Person or any person in the United States;

  • Common Shareholders means the registered and/or beneficial holders of the Common Shares, as the context requires.

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share.

  • Preferred Holders means the record owners of outstanding Preferred Securities.

  • Requisite Holders means at any time holders of Warrant Shares and Warrants representing at least a majority of the Warrant Shares outstanding or issuable upon the exercise of all the outstanding Warrants.

  • Series A 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 from the Closing Date and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Series D Warrants means, collectively, the Series D 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 and have a term of exercise equal to 5 years, in the form of Exhibit C attached hereto

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Series C Warrants means, collectively, the Series C 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 and have a term of exercise equal to 9 months, in the form of Exhibit A attached hereto.

  • Exchangeable Shares means the exchangeable shares in the capital of the Company, having the rights, privileges, restrictions and conditions set forth herein;

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series B Warrants means, collectively, the Series B Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof and the other Series B Warrants contemplated under Section 2.1 to be issued concurrently at the Closing, which Series B Warrants shall be exercisable beginning immediately and have a term of exercise equal to five (5) years, in the form of Exhibit B-2 attached hereto.

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

  • Registered Warrantholders means the persons who are registered owners of Warrants as such names appear on the register, and for greater certainty, shall include the Depository as well as the holders of Uncertificated Warrants appearing on the register of the Warrant Agent;

  • Ordinary Shareholders means the holders of the Ordinary Shares of the Company.

  • 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.

  • Call Warrant As defined in the recitals.

  • Common Stockholders means holders of shares of Common Stock.