Examples of Supplemental Warrants in a sentence
The Company agrees to file a Form D with respect to the 2014 Supplemental Closing Notes and the 2014 Supplemental Warrants as required under Regulation D and to provide a copy thereof to the Investors promptly after such filing.
Upon the Second Closing, the Warrant Shares issuable upon the exercise of the Supplemental Warrants will be duly authorized and reserved for issuance and, upon exercise of the Supplemental Warrants in accordance with the terms thereof, will be validly issued, fully paid and nonassessable and not subject to any preemptive or similar rights.
Shares of Net Select common stock issuable pursuant to the Supplemental Warrants will either be registered in the IPO or will possess demand registration rights.
Each Investor, severally and not jointly, represents and warrants to the Company that the statements contained in Article 3 of the Purchase Agreement are true and correct as of the 2014 Supplemental Closing Date as though made as of the 2014 Supplemental Closing Date (for this purpose, reading any reference to “Closing Securities” in such Article 3 to refer only to the 2014 Supplemental Closing Notes and the 2014 Supplemental Warrants).
The 2014 Supplemental Closing Notes shall be substantially in the form attached hereto as Exhibit A-1, and the 2014 Supplemental Warrants shall be substantially in the form attached hereto as Exhibit B-1.
The Company shall make all filings and reports relating to the offer and sale of the 2014 Supplemental Closing Notes and the 2014 Supplemental Warrants required under applicable securities or “Blue Sky” laws of the State of New York following the 2014 Supplemental Closing Date.
The Company represents and warrants that upon satisfaction of the conditions set forth herein, no further action is required to permit the execution and delivery of the Supplemental Warrant Agreement and for the Warrants and the Supplemental Warrants to be deemed issued and outstanding.
In the event that (i) there is a material change in the structure or holdings of Net Select such that RS is no longer a core asset of Net Select or (ii) Net Select elects to pursue an IPO of RS rather than of Net Select, at AOL's option, the Base Warrant and Supplemental Warrants described in this Section 5 will, in accordance with the terms and conditions specified herein, grant to AOL rights with respect common stock in RS (or in the entity that then owns and controls RS).
Upon the Closing, the Warrant Shares will be duly authorized and reserved for issuance and, upon exercise of the Supplemental Warrants in accordance with the terms thereof, will be validly issued, fully paid and nonassessable and not subject to any preemptive or similar rights.
The closing of the purchase, sale and issuance of the Eighth Amendment Supplemental Closing Notes and Eighth Amendment Supplemental Warrants (the “Eighth Amendment Supplemental Closing”) shall take place on the Eighth Amendment Supplemental Closing Date at the offices of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo PC, Oxx Xxxxxxxxx Xxxxxx, Xxxxxx, XX 00000, or at such other location as the Company and the Investors shall mutually agree.