Examples of Series I Warrant Shares in a sentence
The Series I Warrant Shares have been duly authorized and, when issued to and paid for by the by a holder of the Series I Warrants upon exercise thereof in accordance with the terms thereof, will be validly issued, fully paid and non-assessable.
The Company further acknowledges that its obligation to issue (i) the Series I Warrant Shares upon exercise of the Series I Warrant in accordance with this Agreement and the Series I Warrant and (ii) the Series J Warrant Shares upon exercise of the Series J Warrant in accordance with this Agreement and the Series J Warrant, in each case is absolute and unconditional regardless of the dilutive effect that such issuance may have on the ownership interests of other stockholders of the Company.
If the Buyer effects a sale, assignment or transfer of the Common Shares or Series I Warrant Shares, the Company shall permit the transfer and shall promptly instruct its Transfer Agent to issue one or more certificates or credit shares to the applicable balance accounts at DTC in such name and in such denominations as specified by the Buyer to effect such sale, transfer or assignment.
Execution and delivery of an Exercise Notice with respect to less than all of the Series I Warrant Shares shall have the same effect as cancellation of the original of this Series I Warrant and issuance of a new Series I Warrant evidencing the right to purchase the remaining number of Series I Warrant Shares.
In the case of a dispute as to the determination of the Exercise Price or the arithmetic calculation of the number of Series I Warrant Shares to be issued pursuant to the terms hereof, the Company shall promptly issue to the Holder the number of Series I Warrant Shares that are not disputed and resolve such dispute in accordance with Section 13.
With regard to our opinion regarding the Series I Warrant Shares, we express no opinion to the extent that, notwithstanding its current reservation of shares of Common Stock, future issuances of securities, including the Series I Warrant Shares, of the Company and/or antidilution adjustments to outstanding securities of the Company cause the Series I Warrants to be exercisable for more shares of Common Stock than the number that then remain authorized but unissued.
Upon delivery of an Exercise Notice, the Holder shall be deemed for all corporate purposes to have become the holder of record of the Series I Warrant Shares with respect to which this Series I Warrant has been exercised, irrespective of the date such Series I Warrant Shares are credited to the Holder’s DTC account or the date of delivery of the certificates evidencing such Series I Warrant Shares (as the case may be).
The Company shall pay any and all transfer, stamp, issuance and similar taxes, costs and expenses (including, without limitation, fees and expenses of the Transfer Agent) that may be payable with respect to the issuance and delivery of Series I Warrant Shares upon exercise of this Series I Warrant.
Our opinion is expressly limited to the matters set forth above and we render no opinion, whether by implication or otherwise, as to any other matters relating to the Company, the Shares, the Series I Warrant Shares or any other agreements or transactions that may be related thereto or contemplated thereby.
The Exercise Price and number of Series I Warrant Shares issuable upon exercise of this Series I Warrant are subject to adjustment from time to time as set forth in this Section 2.