Common use of Charges, Taxes and Expenses Clause in Contracts

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 28 contracts

Samples: Underwriting Agreement (HW Electro Co., Ltd.), Underwriting Agreement (HW Electro Co., Ltd.), Pre Funded Warrant Agreement (MeaTech 3D Ltd.)

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Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic issuance and delivery of the Warrant ADSs. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrants ADSs hereunder.

Appears in 20 contracts

Samples: Placement Agent Agreement (Genetic Technologies LTD), Warrant Agreement (Genetic Technologies LTD), Securities Agreement (Biodexa Pharmaceuticals PLC)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B, duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 13 contracts

Samples: Warrant to Purchase Shares of Common Stock (Stardust Power Inc.), Security Agreement (180 Life Sciences Corp.), Warrant Agreement (BioCardia, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names of any permitted transferee(s) as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 12 contracts

Samples: Security Agreement (Faraday Future Intelligent Electric Inc.), Security Agreement (Faraday Future Intelligent Electric Inc.), Security Agreement (Faraday Future Intelligent Electric Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the a completed Assignment Form in the form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 10 contracts

Samples: Warrant Agreement (Agile Therapeutics Inc), Security Agreement (Agile Therapeutics Inc), Warrant Agreement (Agile Therapeutics Inc)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Depository fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrant ADSs hereunder.

Appears in 10 contracts

Samples: Security Agreement (CollPlant Biotechnologies LTD), Security Agreement (CollPlant Holdings Ltd.), Security Agreement (CollPlant Holdings Ltd.)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B, duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company DTC (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 10 contracts

Samples: Warrant to Purchase Shares of Common Stock (SELLAS Life Sciences Group, Inc.), Warrant Agreement (SELLAS Life Sciences Group, Inc.), Security Agreement (SELLAS Life Sciences Group, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 10 contracts

Samples: Security Agreement (HealthLynked Corp), Security Agreement (HealthLynked Corp), Common Stock Purchase Warrant (EVmo, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all fees of the Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 10 contracts

Samples: Security Agreement (Addex Therapeutics Ltd.), Security Agreement (Addex Therapeutics Ltd.), Security Agreement (Addex Therapeutics Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when shall be surrendered for exercise shall be and accompanied by the Assignment Form attached hereto duly executed by the Holder Holder, and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company Holder shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the ADSs, if any. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrant ADSsADSs hereunder.

Appears in 10 contracts

Samples: Warrant to Purchase American Depositary Shares (BioLineRx Ltd.), Underwriter Warrant Agreement (BioLineRx Ltd.), Warrant Agreement (Kitov Pharma Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form Form, attached hereto as Exhibit B, duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 9 contracts

Samples: Security Agreement (Kairos Pharma, LTD.), Warrant Agreement (Ekso Bionics Holdings, Inc.), Warrant Agreement (Ekso Bionics Holdings, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the ADSs, if any. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrant ADSsADSs hereunder.

Appears in 9 contracts

Samples: Warrant Agreement (Medigus Ltd.), Warrant Agreement (Kitov Pharmaceuticals Holdings Ltd.), Warrant Agreement (Therapix Biosciences Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company DTC (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 9 contracts

Samples: Warrant Agreement (SaverOne 2014 Ltd.), Placement Agent Warrant (SaverOne 2014 Ltd.), Redeemable Warrant Agreement (Steakholder Foods Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto (the “Assignment Form”) duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 9 contracts

Samples: Common Stock Purchase Warrant (Nestbuilder.com Corp.), Common Stock Purchase Warrant (Genius Brands International, Inc.), Common Stock Purchase Warrant (Genius Brands International, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when shall be surrendered for exercise shall be and accompanied by the Assignment Form attached hereto duly executed by the Holder Holder, and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the ADSs, if any. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrant ADSsADSs hereunder.

Appears in 9 contracts

Samples: Warrant Agreement (Purple Biotech Ltd.), Warrant Agreement (Purple Biotech Ltd.), Placement Agent Warrant (Purple Biotech Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary and Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic issuance and delivery of the Warrant ADSs. The Company shall pay all applicable fees and expenses of the Depositary and Transfer Agent in connection with the issuance of the Warrants ADSs hereunder.

Appears in 8 contracts

Samples: Security Agreement (Biodexa Pharmaceuticals PLC), Securities Agreement (Biodexa Pharmaceuticals PLC), Securities Agreement (Biodexa Pharmaceuticals PLC)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares; provided, however, that the Holder shall pay any one-time initial issuance fee charged by the Depositary in an amount of up to $0.05 per ADS.

Appears in 8 contracts

Samples: Security Agreement (Lion Group Holding LTD), Security Agreement (Lion Group Holding LTD), Security Agreement (Lion Group Holding LTD)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 8 contracts

Samples: Common Share Purchase Warrant (XORTX Therapeutics Inc.), Warrant Agreement (OneMedNet Corp), Pre Funded Warrant Agreement (OneMedNet Corp)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-same- day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares. For the avoidance of doubt, nothing in this Section 2(d)(vi) shall require the Company to deliver the Warrant Shares on a date earlier than the Warrant Share Delivery Date.

Appears in 8 contracts

Samples: Security Agreement (bioAffinity Technologies, Inc.), Security Agreement (bioAffinity Technologies, Inc.), Common Stock Purchase Warrant (Lixte Biotechnology Holdings, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic issuance and delivery of the Warrant ADSs. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrants ADSs hereunder, and shall reimburse the Holder for any fees charged to the Holder by the Depositary in connection with the issuance or holding or sale of the Warrant ADSs.

Appears in 7 contracts

Samples: Warrant Agreement (TC BioPharm (Holdings) PLC), Non Tradeable Warrant to Purchase Ordinary Shares (RanMarine Technology B.V.), Tradeable Warrant to Purchase Ordinary Shares (RanMarine Technology B.V.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all standard Depositary fees required for same-day processing of any Notice of Exercise and all standard fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the ADSs, if any. The Company shall pay all standard fees and expenses of the Depositary in connection with the issuance of the Warrant ADSsADSs hereunder.

Appears in 7 contracts

Samples: Warrant Agreement (Safe-T Group Ltd.), Warrant to Purchase Ordinary Shares (Safe-T Group Ltd.), Warrant Agreement (Safe-T Group Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares. The Company shall pay all attorney fees required for the issuance of attorney legal opinions for removal of restrictive legends on Warrant Shares.

Appears in 6 contracts

Samples: Security Agreement (High Wire Networks, Inc.), Common Stock Purchase Warrant (Brain Scientific Inc.), Security Agreement (Liquid Media Group Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs, if any. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrants hereunder.

Appears in 6 contracts

Samples: Placement Agent Warrant (RedHill Biopharma Ltd.), Warrant Agreement (RedHill Biopharma Ltd.), Warrant Agreement (RedHill Biopharma Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic issuance and delivery of the Warrant ADSs.

Appears in 6 contracts

Samples: Series B Warrant (Akari Therapeutics PLC), Security Agreement (Akari Therapeutics PLC), Securities Agreement (Akari Therapeutics PLC)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax or other government charge incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company DTC (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 6 contracts

Samples: Securities Purchase Agreement (KWESST Micro Systems Inc.), Common Share Purchase Warrant (Foremost Lithium Resource & Technology Ltd.), Securities Purchase Agreement (KWESST Micro Systems Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax, stamp and similar tax or other incidental expense costs and expenses (including, without limitation, fees and expenses of the Depositary) in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all fees of the Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 6 contracts

Samples: Warrant Agreement (BIT Mining LTD), Warrant Agreement (BIT Mining LTD), Warrant Agreement (BIT Mining LTD)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing the issuance of any Notice of Exercise the Warrant ADSs and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 6 contracts

Samples: Security Agreement (Kazia Therapeutics LTD), Security Agreement (Kazia Therapeutics LTD), Warrant Amendment and New Warrant Issuance Agreement (Kazia Therapeutics LTD)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 5 contracts

Samples: Security Agreement (WaferGen Bio-Systems, Inc.), Securities Agreement (WaferGen Bio-Systems, Inc.), Common Stock Purchase Warrant (WaferGen Bio-Systems, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Securities shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsSecurities, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Securities shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Securities are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary transfer agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsSecurities.

Appears in 5 contracts

Samples: Warrant Agreement (Pyxis Tankers Inc.), Placement Agency Agreement (Pyxis Tankers Inc.), Underwriting Agreement (Fat Brands, Inc)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the HolderHolder in the Notice of Exercise; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may shall have the right to require, as a condition thereto, the prior or contemporaneous payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares, in each case, to the extent available.

Appears in 5 contracts

Samples: Securities Agreement (NovaBay Pharmaceuticals, Inc.), Securities Agreement (NovaBay Pharmaceuticals, Inc.), Security Agreement (NovaBay Pharmaceuticals, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary transfer agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 5 contracts

Samples: Underwriting Agreement (Nova Minerals LTD), Underwriting Agreement (Nova Minerals LTD), Underwriting Agreement (Nova Minerals LTD)

Charges, Taxes and Expenses. Issuance The issuance of Warrant Shares and delivery of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 4 contracts

Samples: Warrant Agreement (Quoin Pharmaceuticals, Ltd.), Warrant Agreement (Quoin Pharmaceuticals, Ltd.), Pre Funded Warrant Agreement (Quoin Pharmaceuticals, Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Annex 2 duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 4 contracts

Samples: Common Stock Purchase Warrant (Prairie Operating Co.), Securities Purchase Agreement (Creek Road Miners, Inc.), Common Stock Purchase Agreement (Prairie Operating Co.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; providedprovided , however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all standard Depositary fees required for same-day processing of any Notice of Exercise and all standard fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 4 contracts

Samples: Warrant Agreement (Nano Dimension Ltd.), Warrant Agreement (Nano Dimension Ltd.), Warrant Agreement (Nano Dimension Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form in the form attached hereto as Exhibit B (the “Assignment Form”) duly executed by the Holder Holder, and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 4 contracts

Samples: Warrant Agreement (ABT Holdings, Inc.), Warrant Agreement (ABT Holdings, Inc.), Security Agreement (Staffing 360 Solutions, Inc.)

Charges, Taxes and Expenses. Issuance The issuance of Warrant Shares and delivery of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic issuance and delivery of the Warrant ADSs.

Appears in 4 contracts

Samples: Security Agreement (Akari Therapeutics PLC), Securities Agreement (Akari Therapeutics PLC), Security Agreement (Akari Therapeutics PLC)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay (A) upon issuance of the Warrant ADSs, all Depositary fees required for same-day processing of any Notice of Exercise Exercise, (B) upon issuance of the Warrant ADS, any other fees and expenses of the Depositary as required under the Deposit Agreement and (C) all fees to of the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 3 contracts

Samples: Placement Agent Warrant (Immuron LTD), Placement Agent Agreement (Genetic Technologies LTD), Placement Agent Agreement (Genetic Technologies LTD)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the HolderHolder in the Notice of Exercise; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 3 contracts

Samples: Securities Purchase Agreement (4Licensing Corp), Common Stock Purchase Warrant (4Licensing Corp), Common Stock Purchase Warrant (4Licensing Corp)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs, if any.

Appears in 3 contracts

Samples: Warrant Agreement (XTL Biopharmaceuticals LTD), Warrant Agreement (XTL Biopharmaceuticals LTD), Warrant Agreement (XTL Biopharmaceuticals LTD)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrants ADSs hereunder.

Appears in 3 contracts

Samples: Purchase Warrant (BiondVax Pharmaceuticals Ltd.), Purchase Warrant (BiondVax Pharmaceuticals Ltd.), Prefunded Warrant Agreement (BiondVax Pharmaceuticals Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all transfer agent and Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 2 contracts

Samples: Warrant Agreement (Tiziana Life Sciences PLC), Representative’s Warrant Agreement (Tiziana Life Sciences PLC)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Underwriter’s Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary transfer agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 2 contracts

Samples: Underwriting Agreement (Harbor Custom Development, Inc.), Underwriting Agreement (Harbor Custom Development, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Registered Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Registered Holder or in such name or names as may be directed by the Registered Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Registered Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Registered Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary transfer agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares as applicable.

Appears in 2 contracts

Samples: Security Agreement (Surna Inc.), Security Agreement (Surna Inc.)

Charges, Taxes and Expenses. Issuance of the Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which transfer taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental theretoExhibit B hereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise Agreement and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares. The Company shall pay any and all issue and other taxes, including any withholding tax, duties, levies, value added tax, or any other taxes, that may be payable in respect of any issue or delivery of this Warrant and/or the Warrant Shares upon exercise of this Warrant, without decreasing the number of Warrant Shares issued to the Holder.

Appears in 2 contracts

Samples: Ordinary Share Purchase Warrant (REE Automotive Ltd.), Ordinary Share Purchase Warrant (REE Automotive Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form in the form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 2 contracts

Samples: Security Agreement (RiceBran Technologies), Security Agreement (RiceBran Technologies)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company Warrant Holder shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the ADSs, if any. The Warrant ADSsHolder shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrant ADSs hereunder.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Kitov Pharma Ltd.), Securities Purchase Agreement (Kitov Pharma Ltd.)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form Form, in the form attached hereto as Exhibit B, duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the The Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 2 contracts

Samples: Security Agreement (Vicinity Motor Corp), Security Agreement (Vicinity Motor Corp)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the a Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the a Holder or in such name or names as may be directed by the a Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the a Holder, this Warrant the Warrant, when surrendered for exercise exercise, shall be accompanied by the Assignment Form attached hereto to the Warrant duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 2 contracts

Samples: Warrant Agent Agreement (Helio Corp /FL/), Warrant Agency Agreement (Annovis Bio, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares. Deliveries with respect to the Warrants shall be made free of any deduction or withholding for taxes, except as otherwise required by law (and, for the avoidance of doubt, any amounts required to be withheld by law with respect to the Warrants may be withheld from any future delivery of value with respect to the relevant holder or Warrant(s)).

Appears in 2 contracts

Samples: Pre Funded Common Stock Purchase Warrant (Beachbody Company, Inc.), Common Stock Purchase Warrant (Beachbody Company, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense of the Company in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, subject to the terms and conditions herein, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Credex Corp), Common Stock Purchase Warrant (HeartCore Enterprises, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; providedprovided , howeverhowever , that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 2 contracts

Samples: Security Agreement (Peraso Inc.), Security Agreement (Peraso Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company DTC (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs, if any.

Appears in 2 contracts

Samples: Underwriting Agreement (Immuron LTD), Underwriting Agreement (Immuron LTD)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Exercise Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 2 contracts

Samples: Warrant Agency Agreement (Polarityte, Inc.), Underwriting Agreement (Polarityte, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the HolderHolder in compliance with applicable securities laws; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares (it being understood that the foregoing does not obligate the Company to process Notices of Exercise same-day).

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Ivanhoe Electric Inc.), Warrant Agent Agreement (Invitae Corp)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other such incidental expense in respect of the issuance of such Warrant ADSs, all of which such taxes and expenses (which, for the avoidance of doubt, shall exclude income tax) shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when shall be surrendered for exercise shall be and accompanied by the Assignment Form attached hereto duly executed by the Holder Holder, and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all applicable fees and expenses of the Depositary fees required for same-day processing of any Notice of Exercise and all fees to in connection with the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery issuance of the Warrant ADSsADSs hereunder.

Appears in 1 contract

Samples: Warrant to Purchase American Depositary Shares (BioLineRx Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares; provided, however, that the Holder shall pay any one-time initial issuance fee charged by the Depositary in an amount of up to $0.03 per ADS.

Appears in 1 contract

Samples: Securities Agreement (Lion Group Holding LTD)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form assignment form attached hereto (the “Assignment Form”) duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Warrant Agreement (PAVmed Inc.)

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Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form Form, attached hereto as Exhibit B, duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Cemtrex Inc)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs, if any.

Appears in 1 contract

Samples: Warrant Agreement (RedHill Biopharma Ltd.)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Annex B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Security Agreement (Intensity Therapeutics, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Annex B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrants ADSs hereunder.

Appears in 1 contract

Samples: Purchase Warrant (RedHill Biopharma Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which transfer taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 1 contract

Samples: Underwriting Agreement (Intchains Group LTD)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company DTC (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Warrant Agent Agreement (180 Life Sciences Corp.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense of the Company in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, subject to the terms and conditions herein, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-same- day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Security Agreement (HeartCore Enterprises, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.Shares. JanOne Form 8-K (May 1, 2024) exhibit 4.6 5

Appears in 1 contract

Samples: Common Stock Purchase Warrant (JanOne Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses (excluding, for the avoidance of doubt, income tax) shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when shall be surrendered for exercise shall be and accompanied by the Assignment Form attached hereto duly executed by the Holder Holder, and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the ADSs, if any. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrant ADSsADSs hereunder.

Appears in 1 contract

Samples: Placement Agent Warrant (Purple Biotech Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit A duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 1 contract

Samples: Security Agreement (Anchiano Therapeutics Ltd.)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Warrant Agreement (Cosmos Health Inc.)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which ​ ​ taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Pre Funded Warrant Agreement (Soligenix, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto a customary assignment form duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the ADSs, if any. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrant ADSsADSs hereunder.

Appears in 1 contract

Samples: Warrant Agreement (Therapix Biosciences Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.Shares. The Company shall pay all attorney fees required for the issuance of attorney legal opinions for removal of restrictive legends on Warrant Shares

Appears in 1 contract

Samples: Warrant Agreement (Digital Brands Group, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which issue or transfer taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company and the Holder shall each pay fifty percent (50%) of all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs. Any other fees charged by the Depositary to holders of ADSs, including periodic administrative servicing fees, shall be the sole responsibility of the Holder.

Appears in 1 contract

Samples: Securities Agreement (ASLAN Pharmaceuticals LTD)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 1 contract

Samples: American Depositary Shares Purchase Warrant (Advanced Human Imaging LTD)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Security Agreement (iBio, Inc.)

Charges, Taxes and Expenses. Issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B, duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (374Water Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached annexed hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Verb Technology Company, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsissuance, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the assignment form (“Assignment Form Form”) attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Security Agreement (Medovex Corp.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees for issuance of Warrant ADSs required for same-day processing of any Notice of Exercise and all fees to the The Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic issuance and delivery of the Warrant ADSsADSs and all applicable fees and expenses of the Depositary in connection with the issuance of the Warrants ADSs hereunder.

Appears in 1 contract

Samples: Securities Agreement (TuanChe LTD)

Charges, Taxes and Expenses. Issuance The issuance and delivery of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form Form, attached hereto hereto, duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Pre Funded Warrant Agreement (Precipio, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Common Stock Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company DTC (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Warrant Agreement (Murphy Canyon Acquisition Corp.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all fees of the Depositary including, without limitation, all fees required for same-day processing in connection with the issuance of any Notice of Exercise the Warrant ADSs and all fees to the The Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 1 contract

Samples: Warrant Agreement (Stealth BioTherapeutics Corp)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder Holder, and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Ordinary Share Purchase Warrant (Color Star Technology Co., Ltd.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder or its designees for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Warrant Agreement (MEI Pharma, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-same day electronic delivery of the Warrant ADSsShares. The Company shall pay all attorney fees required for the issuance of attorney legal opinions for removal of restrictive legends on Warrant Shares.

Appears in 1 contract

Samples: Warrant Agreement (Mobiquity Technologies, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs. The Company shall pay all applicable fees and expenses of the Depositary in connection with the issuance of the Warrants ADSs hereunder.

Appears in 1 contract

Samples: Warrant Agreement (Advanced Human Imaging LTD)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Underwriter's Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary transfer agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Underwriting Agreement (Pyxis Tankers Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other 192272604 v2 incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Warrant Agreement (Biocept Inc)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto (together with a medallion guarantee if requested by the Warrant Agent) duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Pre Funded Common Share Purchase Warrant (Siyata Mobile Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Annex B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 1 contract

Samples: Purchase Warrant (Molecular Data Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Series B Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: Series B Common Stock Purchase Warrant (MICT, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Annex B duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Transfer Agent and Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares.

Appears in 1 contract

Samples: American Depositary Share Agreement (Yoshitsu Co., LTD)

Charges, Taxes and Expenses. Issuance The issuance of Warrant Shares and delivery of Warrant ADSs shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic issuance and delivery of the Warrant ADSs.

Appears in 1 contract

Samples: Securities Agreement (Akari Therapeutics PLC)

Charges, Taxes and Expenses. Issuance of Warrant ADSs Shares shall be made without charge to the Holder for any issue or transfer tax or other incidental expense in respect of the issuance of such Warrant ADSsShares, all of which taxes and expenses shall be paid by the Company, and such Warrant ADSs Shares shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs Shares are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto as Exhibit 2.4.6 duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company shall pay all Depositary Transfer Agent fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSsShares. For the avoidance of doubt, nothing in this Section 2.4.6 shall require the Company to deliver the Warrant Shares on a date earlier than the Warrant Share Delivery Date.

Appears in 1 contract

Samples: Pre Funded Warrant to Purchase Common Stock (Applied UV, Inc.)

Charges, Taxes and Expenses. Issuance of Warrant ADSs shall be made without by charge to the Holder for any issue or transfer tax or other incidental expense (including ADS conversion fee charged by the Depositary) in respect of the issuance of such Warrant ADSs, all of which taxes and expenses shall be paid by the CompanyHolder, and such Warrant ADSs shall be issued in the name of the Holder or in such name or names as may be directed by the Holder; provided, however, that that, in the event that Warrant ADSs are to be issued in a name other than the name of the Holder, this Warrant when surrendered for exercise shall be accompanied by the Assignment Form attached hereto duly executed by the Holder and the Company may require, as a condition thereto, the payment of a sum sufficient to reimburse it for any transfer tax incidental thereto. The Company Holder shall pay all Depositary fees required for same-day processing of any Notice of Exercise and all fees to the Depository Trust Company (or another established clearing corporation performing similar functions) required for same-day electronic delivery of the Warrant ADSs.

Appears in 1 contract

Samples: Warrant (Belite Bio, Inc)

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