Commitment To Purchase Warrants Sample Clauses

Commitment To Purchase Warrants. Subject to and immediately prior to the consummation of the Company’s initial public offering (the “IPO”), Purchaser hereby agrees to subscribe for and purchase from the Company, and the Company hereby agrees to issue and sell to Purchaser, 500,000 warrants (each, a “Warrant”) at a purchase price of $1.00 per Warrant for an aggregate purchase price of $500,000. Each Warrant shall entitle the holder thereof to purchase one share of the common stock of the Company, par value $0.001 per share (the “Common Stock”) at an exercise price of $6.00, in accordance with the terms of the Warrant as set forth in the Warrant Agreement entered into by and between the Company and American Stock Transfer & Trust Company, as warrant agent. The Warrant Agreement shall be substantially in the form attached hereto as Exhibit A (the “Warrant Agreement”). The closing of the purchase and sale of the Warrants hereunder, including payment for and delivery of the Warrants, shall occur at the offices of the Company immediately prior to, and subject to consummation of, the IPO.
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Commitment To Purchase Warrants. Subject to and immediately prior to the consummation of the IPO, Purchaser hereby agrees to subscribe for and purchase from the Company, and the Company hereby agrees to issue and sell to Purchaser, 4,500,000 Warrants at a purchase price of $1.00 per Warrant for an aggregate purchase price of $4,500,000. The closing of the purchase and sale of the Warrants hereunder, including payment for and delivery of the Warrants, shall occur at the offices of the Company immediately prior to, and subject to consummation of, the IPO.
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Commitment To Purchase Warrants. Subject to and immediately prior to the consummation of the Company’s initial public offering (the “IPO”), Purchaser hereby agrees to subscribe for and purchase from the Company, and the Company hereby agrees to issue and sell to Purchaser, six million (6,000,000) Warrants (the “Warrants”) at a purchase price of $1.00 per Warrant for an aggregate purchase price of $6,000,000. Each Warrant shall entitle the holder thereof to purchase one share of common stock, par value $0.0001 per share, of the Company (“Common Stock”) at an exercise price of $7.50 and in accordance with other terms to be reasonably agreed upon by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, and set forth in a warrant agreement between such parties prior to the consummation of the IPO (the “Warrant Agreement”). The closing of the purchase and sale of the Warrants hereunder, including payment for and delivery of the Warrants, shall occur at the offices of the Company immediately prior to, and subject to consummation of, the IPO.
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Commitment To Purchase Warrants. Subject to and immediately prior to the consummation of the Company's initial public offering (the "IPO"), Purchaser hereby agrees to subscribe for and purchase from the Company, and the Company hereby agrees to issue and sell to the Purchaser 4,700,000 warrants to purchase shares of the common stock of the Company (the "WARRANTS") at a purchase price of $1.00 per Warrant for an aggregate purchase price of $4,700,000. Each Warrant shall entitle the holder thereof to purchase one share of the common stock of the Company, par value $0.001 per share, at an exercise price of $6.00, in accordance with the terms of the Warrant as set forth in the Warrant Agreement to be entered into by and between the Company and American Stock Transfer & Trust Company, and to be attached hereto as EXHIBIT A (the "WARRANT AGREEMENT"). The closing of the purchase and sale of the Warrants hereunder, including payment for and delivery of the Warrant shall occur at the offices of the Company immediately prior and subject to consummation of the IPO.
Sample 1
Commitment To Purchase Warrants. If the IPO is consummated, the Buyer will purchase from the Company, and the Company will sell to the Buyer, 2,000,000 warrants, at a purchase price of $1.00 per warrant, with each such warrant exercisable to purchase one share of the Company’s common stock at a purchase price of $11.50, pursuant to a warrant purchase agreement to be entered into in connection with the consummation of the IPO, in substantially the same form as the warrant purchase agreement to be entered into between the Company and the Sponsor, and otherwise in form and substance substantially similar to private placement warrant purchase agreements typically entered into in connection with the consummation of initial public offerings by special purpose acquisition companies comparable to the Company. Notwithstanding the foregoing, if the Company sells a different type of security (or more than one type of securities) to the Sponsor in connection with the consummation of the IPO, the Buyer will purchase from the Company, and the Company will sell to the Buyer, $2,000,000 of the same security purchased from the Company by the Sponsor (or, in the case of the sale to the Sponsor of more than one type of security, allocated pro rata to the different types of securities in the same proportions as issued to the Sponsor), at the same prices and on substantially the same terms as that applicable to the purchase by the Sponsor.
Sample 1
Commitment To Purchase Warrants. Subject to and immediately prior to the consummation of the Company’s initial public offering (the “IPO”), Purchaser hereby agrees to subscribe for and purchase from the Company, and the Company hereby agrees to issue and sell to Purchaser, Nine Million Seven Hundred Thousand (9,700,000) Warrants (the “Warrants”) at a purchase price of $1.00 per Warrant for an aggregate purchase price of $9,700,000. Each Warrant shall entitle the holder thereof to purchase one share of common stock, par value $0.0001 per share, of the Company (“Common Stock”) at an exercise price of $7.50 and in accordance with other terms to be reasonably agreed upon by and between the Company and Continental Stock Transfer & Trust Company, as warrant agent, and set forth in a warrant agreement between such parties prior to the consummation of the IPO (the “Warrant Agreement”). The closing of the purchase and sale of the Warrants hereunder, including payment for and delivery of the Warrants, shall occur at the offices of the Company or the Company’s legal counsel immediately prior to, and subject to consummation of, the IPO.
Sample 1
Commitment To Purchase Warrants. Subject to and immediately prior to the consummation of the Company’s initial public offering (the “IPO”), Purchaser hereby agrees to subscribe for and purchase from the Company, and the Company hereby agrees to issue and sell to Purchaser, 1,000,000 warrants (each a “Warrant”) at a purchase price of $1.00 per Warrant for an aggregate purchase price of $1,000,000.00. Each Warrant shall entitle the holder thereof to purchase one share of the common stock of the Company, par value $0.001 per share (the “Common Stock”) at an exercise price of $6.00, in accordance with the terms of the Warrant as set forth in the Warrant Agreement (the “Warrant Agreement”) dated as of December 14, 2007 by and between the Company and American Stock Transfer & Trust Company, as warrant agent. The closing of the purchase and sale of the Warrants hereunder, including payment for and delivery of the Warrants, shall occur at the offices of the Company immediately prior to, and subject to consummation of, the IPO.
Sample 1
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Commitment To Purchase Warrants. The Company agrees to issue and sell to each Purchaser, and each Purchaser agrees, severally and not jointly, to purchase a warrant (collectively, the "Warrants"), substantially in the form attached hereto as Exhibit B, to purchase the number of shares of common stock of the Company, par value $.001 per share (the "Common Stock"), set forth opposite such Purchaser's name on the Schedule of Purchasers attached hereto as Exhibit A at a purchase price of $0.01 per share. The exercise price of each Warrant shall be $3.00 per share of Common Stock represented by such Warrant, as adjusted pursuant to the terms of such Warrant.
Sample 1

Related to Commitment To Purchase Warrants

  • Purchase Warrants The Company hereby agrees to issue and sell to the Representative (and/or its designees) on the Closing Date an option (“Representative’s Warrant”) for the purchase of an aggregate of [●] shares of Common Stock (which is equal to an aggregate of 4% of the Firm Shares sold in the Offering), for an aggregate purchase price of $100.00. The Representative’s Warrant agreement, in the form attached hereto as Exhibit A (the “Representative’s Warrant Agreement”), shall be exercisable, in whole or in part, commencing on a date which is one (1) year after the Effective Date and expiring on the five-year anniversary of the Effective Date at an initial exercise price per share of Common Stock of $[●], which is equal to 125% of the public offering price of each Firm Share. The Representative’s Warrant Agreement and the shares of Common Stock issuable upon exercise thereof are sometimes hereinafter referred to together as the “Representative’s Securities.” The Representative understands and agrees that there are significant restrictions pursuant to FINRA Rule 5110 against transferring the Representative’s Warrant and the underlying shares of Common Stock during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not sell, transfer, assign, pledge or hypothecate the Representative’s Warrant Agreement, or any portion thereof, or be the subject of any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of such securities for a period of one hundred eighty (180) days following the Effective Date to anyone other than (i) an Underwriter or a selected dealer in connection with the Offering, or (ii) a bona fide officer or partner of the Representative or of any such Underwriter or selected dealer; and only if any such transferee agrees to the foregoing lock-up restrictions.

  • Purchase Warrant THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of _________ (“Holder”), as registered owner of this Purchase Warrant, to Aytu BioScience, Inc., a Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [________________] [DATE THAT IS ONE YEAR FROM THE EFFECTIVE DATE OF THE OFFERING] (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [____________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING] (the ”Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [____] shares of common stock of the Company, par value $0.0001 per share (the “Shares”), subject to adjustment as provided in Section 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $[___] per Share [125% of the price of the Shares sold in the Offering]; provided, however, that upon the occurrence of any of the events specified in Section 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context.

  • Exercise of Purchase Warrants Nothing contained in this Purchase Warrant shall be construed as requiring the Holder(s) to exercise their Purchase Warrants prior to or after the initial filing of any registration statement or the effectiveness thereof.

  • Substitute Purchase Warrant In case of any consolidation of the Company with, or share reconstruction or amalgamation of the Company with or into, another corporation (other than a consolidation or share reconstruction or amalgamation which does not result in any reclassification or change of the outstanding Shares), the corporation formed by such consolidation or share reconstruction or amalgamation shall execute and deliver to the Holder a supplemental Purchase Warrant providing that the holder of each Purchase Warrant then outstanding or to be outstanding shall have the right thereafter (until the stated expiration of such Purchase Warrant) to receive, upon exercise of such Purchase Warrant, the kind and amount of shares of stock and other securities and property receivable upon such consolidation or share reconstruction or amalgamation, by a holder of the number of Shares of the Company for which such Purchase Warrant might have been exercised immediately prior to such consolidation, share reconstruction or amalgamation, sale or transfer. Such supplemental Purchase Warrant shall provide for adjustments which shall be identical to the adjustments provided for in this Section 6. The above provision of this Section shall similarly apply to successive consolidations or share reconstructions or amalgamations.

  • Issue Warrants Issue warrants for Borrower’s capital stock.

  • New Purchase Warrants to Be Issued Partial Exercise or Transfer. Subject to the restrictions in Section 3 hereof, this Purchase Warrant may be exercised or assigned in whole or in part. In the event of the exercise or assignment hereof in part only, upon surrender of this Purchase Warrant for cancellation, together with the duly executed exercise or assignment form and funds sufficient to pay any Exercise Price and/or transfer tax if exercised pursuant to Section 2.1 hereto, the Company shall cause to be delivered to the Holder without charge a new Purchase Warrant of like tenor to this Purchase Warrant in the name of the Holder evidencing the right of the Holder to purchase the number of Warrant Shares purchasable hereunder as to which this Purchase Warrant has not been exercised or assigned.

  • Purchase of Convertible Debentures Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, each Buyer agrees, severally and not jointly, to purchase at Closing (as defined herein below) and the Company agrees to sell and issue to each Buyer, severally and not jointly, at Closing, Convertible Debentures in amounts corresponding with the Subscription Amount set forth opposite each Buyer's name on Schedule I hereto. Upon execution hereof by a Buyer, the Buyer shall wire transfer the Subscription Amount set forth opposite his name on Schedule I in same-day funds or a check payable to "First Union National Bank, as Escrow Agent for Vertical Computer Systems, Inc. / Cornell Capital Partners, LP", which Subscription Amount shall be held in escrow pursuant to the terms of the Escrow Agreement (as hereinafter defined) and disbursed in accordance therewith. Notwithstanding the foregoing, a Buyer may withdraw his Subscription Amount and terminate this Agreement as to such Buyer at any time after the execution hereof and prior to Closing (as hereinafter defined).

  • New Purchase Options to Be Issued 4.1 Partial Exercise or Transfer. Subject to the restrictions in Section 3 hereof, this Purchase Option may be exercised or assigned in whole or in part. In the event of the exercise or assignment hereof in part only, upon surrender of this Purchase Option for cancellation, together with the duly executed exercise or assignment form and funds sufficient to pay any Exercise Price and/or transfer tax, the Company shall cause to be delivered to the Holder without charge a new Purchase Option of like tenor to this Purchase Option in the name of the Holder evidencing the right of the Holder to purchase the number of Units purchasable hereunder as to which this Purchase Option has not been exercised or assigned.

  • Purchase of Notes and Warrants On the Closing Date, the Subscriber will purchase the Notes and Warrants as principal for its own account for investment only and not with a view toward, or for resale in connection with, the public sale or any distribution thereof.

  • Exercise of Purchase Options Nothing contained in this Purchase Option shall be construed as requiring the Holder(s) to exercise their Purchase Options or Warrants underlying such Purchase Options prior to or after the initial filing of any registration statement or the effectiveness thereof.

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