WHAT YOU AGREE TO GRANT US Sample Clauses

WHAT YOU AGREE TO GRANT US. Part 1: You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, that number of fully paid and non-assessable shares of Your Warrant Stock equal to Six Hundred Thousand Dollars ($600,000), divided by the Exercise Price. The number of shares of Warrant Stock and the Exercise Price of such Warrant Stock are subject to adjustment as provided in Section 4 hereof. For purposes of this Warrant Agreement, the following capitalized terms have the meanings given below:
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WHAT YOU AGREE TO GRANT US. You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, that number of fully paid and non-assessable shares of Your Warrant Stock equal to Three Hundred Thousand Dollars ($300,000), divided by the Exercise Price (rounded down to the nearest whole share). In addition, You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, an additional number of fully paid and non-assessable shares of Your Warrant Stock (rounded down to the nearest whole share) equal to: Þ one-half percent (0.5%) of any amounts advanced under Part 1 of the Loan Agreement, divided by the Exercise Price, if You choose Option B for such Advance under the Loan Agreement; or Þ one percent (1.0%) of any amounts advanced under Part 1 of the Loan Agreement, divided by the Exercise Price, if You choose Option C for such Advance under the Loan Agreement. The number of shares of Warrant Stock and the Exercise Price of such Warrant Stock are subject to adjustment as provided in Section 4 hereof. For purposes of this Warrant Agreement, the following capitalized terms have the meanings given below:
WHAT YOU AGREE TO GRANT US. You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant, to subscribe to and to purchase from You that number of fully paid and non-assessable shares of Applicable Preferred Stock equal to the quotient of (a) Forty Thousand Three Hundred Seventy Five Dollars ($40,375) divided by (b) the Exercise Price (as defined below). For purposes of this Warrant, the “Applicable Preferred Stock” shall be Your Series B Preferred Stock, par value $0.001 per share (the “Series B Preferred”); provided, however, that in the event the price per share of the Next Round Preferred Stock (as defined below) paid by investors in the Next Round (as defined below) is lower than the original price per share of Your Series B Preferred Stock (i.e., $1.40 per share), the “Applicable Preferred Stock” from and after the closing of the Next Round shall be the Next Round Preferred Stock. For purposes of this Warrant, “Next Round” shall mean the next round of equity financing subsequent to the Effective Date in which at least a total of $10,000,000 of cash proceeds are received from investors, including without limitation an equity financing involving the sale and issuance of Your Series B-1 Preferred Stock. For purposes of this Warrant, the “Next Round Preferred Stock” shall mean the series of Preferred Stock, par value $0.001 per share, which You issue in the Next Round. For the avoidance of doubt, the Next Round Preferred Stock shall include a round of equity financing involving the sale and issuance of Your Series B-1 Preferred Stock. The Exercise Price shall be the lesser of: (i) $1.40 per share (i.e., the original price per share of Your Series B Preferred Stock) and (ii) the price per share of the Next Round Preferred Stock paid by investors in the Next Round. The number and purchase price of such shares are subject to adjustment as provided in Section 4 hereof. The Parties agree that this Warrant to purchase the Warrant Stock has a fair market value equal to $100 and that $100 of the issue price of the investment will be allocable to the Warrant and the balance shall be allocable to the Loan Agreement for income tax purposes and the original issue discount on the Loan Agreement shall be considered to be zero.
WHAT YOU AGREE TO GRANT US. Part 1: You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, that number of fully paid and non-assessable shares of Your Warrant Stock equal to Eight Hundred Seventy-Five Thousand and No/100 Dollars ($875,000), divided by the Exercise Price. In addition, You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, an additional number of fully paid and non-assessable shares of Your Warrant Stock equal to two and one half percent (2.5%) of any amounts advanced under the Loan Agreement, divided by the Exercise Price. The number of shares of Warrant Stock and the Exercise Price of such Warrant Stock are subject to adjustment as provided in Section 4 hereof. For purposes of this Warrant Agreement, the following capitalized terms have the meanings given below:
WHAT YOU AGREE TO GRANT US. You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You Forty-Five Thousand (45,000) fully paid and non-assessable shares of Your Warrant Stock at a purchase price equal to per share equal to the Exercise Price. The number of shares of Warrant Stock and the Exercise Price of such Warrant Stock are subject to adjustment as provided in Section 4 hereof. For purposes of this Warrant Agreement, the following capitalized terms have the meanings given below:
WHAT YOU AGREE TO GRANT US. You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, that number of fully paid and non-assessable shares of Your Warrant Stock equal to One Hundred Thirty Five Thousand and No/100 Dollars ($135,000), divided by the Exercise Price. In addition, immediately upon cumulative Advances made by Us to You under the Loan Agreement in excess of Two Million and No/100 Dollars ($2,000,000), You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, an additional number of fully paid and non-assessable shares of Your Warrant Stock equal to six and three quarters percent (6.75%) of any amounts advanced under the Loan Agreement in excess of Two Million and No/100 Dollars ($2,000,000), divided by the Exercise Price. For purposes of the above calculation, the Warrant Coverage shall be based upon the sum of cumulative Advances without consideration to any prepayment made by You during the Loan Term (as defined in the Loan Agreement). For the avoidance of doubt, the maximum amount of Warrant Coverage which may be earned under this Warrant Agreement is $337,500. The number of shares of Warrant Stock and the Exercise Price of such Warrant Stock are subject to adjustment as provided in Section 4 hereof. For purposes of this Warrant Agreement, the following capitalized terms have the meanings given below:
WHAT YOU AGREE TO GRANT US. Tranche A: You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, that number of fully paid and nonassessable shares of Your Warrant Stock equal to Two Hundred Fifty Thousand Dollars ($250,000), divided by the Exercise Price.
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WHAT YOU AGREE TO GRANT US. Part 1: You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, that number of fully paid and non-assessable shares of Your Warrant Stock equal to One Hundred Five Thousand and No/100 Dollars ($105,000), divided by the Exercise Price. In addition, You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, an additional number of fully paid and non-assessable shares of Your Warrant Stock equal to two and nine hundred seventy-five thousandths percent (2.975%) of any amounts advanced under the Part 1 Commitment Amount of the Loan Agreement, divided by the Exercise Price.
WHAT YOU AGREE TO GRANT US. You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to subscribe to and to purchase from You that 52,173 fully paid and non-assessable shares of Your Series C Preferred Stock at a purchase price per share equal to $1.15. The number and purchase price of such shares of Series C Preferred Stock are also subject to adjustment as provided in Section 4 hereof.
WHAT YOU AGREE TO GRANT US. You grant to Us and We are entitled, upon the terms and subject to the conditions set forth in this Warrant Agreement, to purchase from You, at a price per share equal to the Exercise Price, that number of fully paid and non-assessable shares of Your Warrant Stock equal to Three Hundred Twenty Thousand and No/Dollars ($320,000). For purposes of this Warrant Agreement, the following capitalized terms have the meanings given below
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