Execution and Delivery of Warrant Certificates. (a) Simultaneously with the execution of this Agreement, (i) A-Warrant Certificates evidencing an aggregate of 6,389,378 A-Warrants entitling the holders thereof to collectively purchase an aggregate of 6,389,378 shares of Common Stock, subject to adjustment and subject to Section 3.07(a), shall be executed by the Company and delivered to the Initial Warrant Holder, and (ii) B-Warrant Certificates evidencing an aggregate of 4,675,306 B-Warrants entitling the holders thereof to collectively purchase an aggregate of 4,675,306 shares of Common Stock, subject to adjustment and subject to Section 3.07(b), shall be executed by the Company and delivered to the Initial Warrant Holder. (b) From time to time, the Company shall sign and deliver Warrant Certificates in required denominations to Persons entitled thereto in connection with any exchange permitted under this Agreement. The Warrant Certificates shall be executed on behalf of the Company by its President, Chief Executive Officer, Chief Financial Officer, Secretary or Executive Vice President, either manually or by facsimile signature printed thereon. In case any officer of the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be such officer of the Company before issue and delivery thereof, such Warrant Certificates may, nevertheless, be issued and delivered with the same force and effect as though such person had not ceased to be such officer of the Company.
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Samples: Warrant and Registration Rights Agreement (Zale Corp), Warrant and Registration Rights Agreement (Z Investment Holdings, LLC)
Execution and Delivery of Warrant Certificates. (a) Simultaneously with the execution of this Agreement, (i) A-Warrant Certificates evidencing an aggregate of 6,389,378 up to 1,200,000 A-Warrants entitling the holders thereof to collectively purchase an aggregate of 6,389,378 up to 1,200,000 shares of Common Stock, subject to adjustment and subject to Section 3.07(a)adjustment, shall be executed by the Company and delivered to the Initial Warrant Holder, Holders and (ii) B-Warrant Certificates evidencing an aggregate of 4,675,306 up to 2,400,000 B-Warrants entitling the holders thereof to collectively purchase an aggregate of 4,675,306 up to 2,400,000 shares of Common Stock, subject to adjustment and subject to Section 3.07(b)adjustment, shall be executed by the Company and delivered to the Initial Warrant HolderHolders; each in such amounts as set forth on Schedule A attached hereto.
(b) From time to time, the Company shall sign and deliver Warrant Certificates in required denominations to Persons entitled thereto in connection with any exchange permitted under this Agreement. The Warrant Certificates shall be executed on behalf of the Company by its President, Chief Executive Officer, Chief Financial Officer, Secretary or Executive Vice President, either manually or by facsimile signature printed thereon. In case any officer of the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be such officer of the Company before issue and delivery thereof, such Warrant Certificates may, nevertheless, be issued and delivered with the same force and effect as though such person had not ceased to be such officer of the Company.
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Samples: Warrant and Registration Rights Agreement (Towerstream Corp)
Execution and Delivery of Warrant Certificates. (a) Simultaneously with the execution of this Agreement, (i) A-Warrant Certificates evidencing an aggregate of 6,389,378 A-the Warrants entitling the holders thereof which may be delivered under this Agreement are limited to collectively purchase an aggregate of 6,389,378 shares of Common Stock, subject to adjustment and subject to Section 3.07(a), shall be executed by the Company and delivered to the Initial Warrant Holder, and (ii) B-Warrant Certificates evidencing an aggregate of 4,675,306 B-Warrants entitling the holders thereof 72,000 Warrants, except for Warrant Certificates delivered pursuant to collectively purchase an aggregate of 4,675,306 shares of Common StockSections 2.4, subject to adjustment and subject to Section 3.07(b3.2(d), shall 6 and 8 upon registration of transfer of, or in exchange for, or in lieu of, one or more previously issued Warrant Certificates and as may be executed necessary to reflect the adjustments required by the Company and delivered to the Initial Warrant HolderSection 5.
(b) From At any time and from time to timetime on or after the date of this Agreement, Warrant Certificates evidencing the Warrants may be executed and delivered by the Company shall sign and deliver Warrant Certificates in required denominations for issuance upon transfer of Warrants pursuant to Persons entitled thereto in connection with any exchange permitted under this Agreement. the provisions of Section 2.4.
(c) The Warrant Certificates shall be executed in the corporate name and on behalf of the Company by its Presidentthe Chairman (or any Co-Chairman) of the Board, the Chief Executive Officer, Chief Financial Officer, the President or any one of the Vice Presidents of the Company under corporate seal reproduced thereon and attested to by the Secretary or Executive Vice Presidentone of the Assistant Secretaries of the Company, either manually or by facsimile signature printed thereon. In case any officer of the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be such officer of the Company before issue and delivery thereof, such Warrant Certificates may, nevertheless, be issued and delivered with the same force and effect as though such person had not ceased to be such officer of the Company, and any Warrant Certificate may be signed on behalf of the Company by such person as, at the actual date of the execution of such Warrant Certificate, shall be a proper officer of the Company, although at the date of the execution of this Agreement any such person was not such an officer.
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Execution and Delivery of Warrant Certificates. (a) Simultaneously with the execution of this Agreement, (i) A-Warrant Certificates evidencing an aggregate of 6,389,378 A-the Warrants entitling the holders thereof which may be delivered under this Agreement are limited to collectively purchase an aggregate of 6,389,378 shares of Common Stock, subject to adjustment and subject to Section 3.07(a), shall be executed by the Company and delivered to the Initial Warrant Holder, and (ii) B-Warrant Certificates evidencing an aggregate of 4,675,306 B-Warrants entitling the holders thereof 1,666,667 Warrants, except for Warrant Certificates delivered pursuant to collectively purchase an aggregate of 4,675,306 shares of Common StockSections 2.4, subject to adjustment and subject to Section 3.07(b3.2(d), shall be executed by the Company 6 and delivered to the Initial 8 upon registration of transfer of, or in exchange for, or in lieu of, one or more previously issued Warrant HolderCertificates.
(b) From At any time and from time to timetime on or after the date of this Agreement, Warrant Certificates evidencing the Warrants may be executed and delivered by the Company shall sign and deliver Warrant Certificates in required denominations to Persons entitled thereto in connection with any exchange permitted under this Agreement. for issuance.
(c) The Warrant Certificates shall be executed in the corporate name and on behalf of the Company by its Presidentthe Chairman (or any Co-Chairman) of the Board, the Chief Executive Officer, Chief Financial Officer, the President or any one of the Vice Presidents of the Company under corporate seal reproduced thereon and attested to by the Secretary or Executive Vice Presidentone of the Assistant Secretaries of the Company, either manually or by facsimile signature printed thereon. In case any officer of the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be such officer of the Company before issue and delivery thereof, such Warrant Certificates may, nevertheless, be issued and delivered with the same force and effect as though such person had not ceased to be such officer of the Company, and any Warrant Certificate may be signed on behalf of the Company by such person as, at the actual date of the execution of such Warrant Certificate, shall be a proper officer of the Company, although at the date of the execution of this Agreement any such person was not such an officer.
Appears in 1 contract
Samples: Merger Agreement (Coda Energy Inc)
Execution and Delivery of Warrant Certificates. (a) Simultaneously with the execution of this Agreement, (i) A-Warrant Certificates evidencing an aggregate of 6,389,378 A-the Warrants entitling the holders thereof which may be delivered under this Agreement are limited to collectively purchase an aggregate of 6,389,378 shares of Common Stock, subject to adjustment and subject to Section 3.07(a), shall be executed by the Company and delivered to the Initial Warrant Holder, and (ii) B-Warrant Certificates evidencing an aggregate of 4,675,306 B-Warrants entitling the holders thereof 200,000 Warrants, except for Warrant Certificates delivered pursuant to collectively purchase an aggregate of 4,675,306 shares of Common StockSections 2.4, subject to adjustment and subject to Section 3.07(b3.2(d), shall 6 and 8 upon registration of transfer of, or in exchange for, or in lieu of, one or more previously issued Warrant Certificates and as may be executed necessary to reflect the adjustments required by the Company and delivered to the Initial Warrant HolderSection 5.
(b) From At any time and from time to timetime on or after the date of this Agreement, Warrant Certificates evidencing the Warrants may be executed and delivered by the Company shall sign and deliver Warrant Certificates in required denominations for issuance upon transfer of Warrants pursuant to Persons entitled thereto in connection with any exchange permitted under this Agreement. the provisions of Section 2.4.
(c) The Warrant Certificates shall be executed in the corporate name and on behalf of the Company by its Presidentthe Chairman (or any Co-Chairman) of the Board, the Chief Executive Officer, Chief Financial Officer, the President or any one of the Vice Presidents of the Company under corporate seal reproduced thereon and attested to by the Secretary or Executive Vice Presidentone of the Assistant Secretaries of the Company, either manually or by facsimile signature printed thereon. In case any officer of the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be such officer of the Company before issue and delivery thereof, such Warrant Certificates may, nevertheless, be issued and delivered with the same force and effect as though such person had not ceased to be such officer of the Company, and any Warrant Certificate may be signed on behalf of the Company by such person as, at the actual date of the execution of such Warrant Certificate, shall be a proper officer of the Company, although at the date of the execution of this Agreement any such person was not such an officer.
Appears in 1 contract
Samples: Warrant Agreement (Us Concrete Inc)
Execution and Delivery of Warrant Certificates. (a) Simultaneously with the execution of this Agreement, (i) A-Warrant Certificates evidencing an aggregate of 6,389,378 A-the Warrants entitling the holders thereof which may be delivered under this Agreement are limited to collectively purchase an aggregate of 6,389,378 shares of Common Stock, subject to adjustment and subject to Section 3.07(a), shall be executed by the Company and delivered to the Initial Warrant Holder, and (ii) B-Warrant Certificates evidencing an aggregate of 4,675,306 B-Warrants entitling the holders thereof ________ Warrants, except for Warrant Certificates delivered pursuant to collectively purchase an aggregate of 4,675,306 shares of Common StockSections 2.4, subject to adjustment and subject to Section 3.07(b3.2(d), shall 6 and 8 upon registration of transfer of, or in exchange for, or in lieu of, one or more previously issued Warrant Certificates and as may be executed necessary to reflect the adjustments required by the Company and delivered to the Initial Warrant HolderSection 5.
(b) From At any time and from time to timetime on or after the date of this Agreement, Warrant Certificates evidencing the Warrants may be executed and delivered by the Company shall sign and deliver Warrant Certificates in required denominations for issuance upon transfer of Warrants pursuant to Persons entitled thereto in connection with any exchange permitted under this Agreement. the provisions of Section 2.4.
(c) The Warrant Certificates shall be executed in the corporate name and on behalf of the Company by its Presidentthe Chairman (or any Co-Chairman) of the Board, the Chief Executive Officer, Chief Financial Officer, the President or any one of the Vice Presidents of the Company under corporate seal reproduced thereon and attested to by the Secretary or Executive Vice Presidentone of the Assistant Secretaries of the Company, either manually or by facsimile signature printed thereon. In case any officer of the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be such officer of the Company before issue and delivery thereof, such Warrant Certificates may, nevertheless, be issued and delivered with the same force and effect as though such person had not ceased to be such officer of the Company, and any Warrant Certificate may be signed on behalf of the Company by such person as, at the actual date of the execution of such Warrant Certificate, shall be a proper officer of the Company, although at the date of the execution of this Agreement any such person was not such an officer.
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Execution and Delivery of Warrant Certificates. (a) Simultaneously with the execution of this Agreement, (i) A-the Company shall execute and deliver to Comcast Warrant Certificates evidencing an aggregate of 6,389,378 A-8,000,000 Warrants entitling the holders Holder thereof to collectively purchase an aggregate of 6,389,378 shares of Common Stockup to 8,000,000 Ordinary Shares, subject to adjustment and subject to Section 3.07(a), shall be executed by the Company and delivered to the Initial Warrant Holder, and (ii) B-Warrant Certificates evidencing an aggregate of 4,675,306 B-Warrants entitling the holders thereof to collectively purchase an aggregate of 4,675,306 shares of Common Stock, subject to adjustment and subject to Section 3.07(b), shall be executed by the Company and delivered to the Initial Warrant Holderas provided herein.
(b) From time to time, the Company shall sign execute and deliver Warrant Certificates in required denominations to Persons entitled thereto in connection with any exchange or transfer permitted under this Agreement. The Warrant Certificates shall be executed on behalf of the Company by its President, Chief Executive Officer, Chief Financial Officer, Secretary or Executive Vice President, either manually or by facsimile signature printed thereon. In case any officer of the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be such officer of the CERTAIN CONFIDENTIAL MATERIAL APPEARING IN THIS DOCUMENT, MARKED BY [*****], HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24b-2 PROMULGATED UNDER THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED Company before issue and delivery thereof, such Warrant Certificates may, nevertheless, be issued and delivered with the same force and effect as though such person had not ceased to be such officer of the Company.
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Execution and Delivery of Warrant Certificates. (a) Simultaneously with At any time and from time to time on or after the execution date of this Agreement, (i) A-Warrant Certificates evidencing an aggregate of 6,389,378 A-the Warrants entitling the holders thereof to collectively purchase an aggregate of 6,389,378 shares of Common Stock, subject to adjustment and subject to Section 3.07(a), shall may be executed by the Company and delivered to the Initial Warrant HolderAgent for countersignature, and (ii) B-the Warrant Agent shall, upon receipt of a Company Order and at the direction of the Company set forth therein, countersign and deliver such Warrant Certificates evidencing an aggregate of 4,675,306 B-Warrants entitling to the holders thereof Company for original issuance to collectively purchase an aggregate of 4,675,306 shares of Common Stockthe respective Persons entitled thereto. The Warrant Agent is further hereby authorized to countersign and deliver Warrant Certificates as required by this Section 2.3 or by Sections 2.2, subject to adjustment and subject to Section 3.07(b3.2(d), shall be executed by the Company and delivered to the Initial Warrant Holder7 or 9.
(b) From time to timeThe Warrant Certificates shall be executed in the corporate name and on behalf of the Company by the Chairperson (or any Co-Chairperson) of the Board, the Company shall sign Chief Executive Officer or Treasurer (each, an “Appropriate Officer”) and deliver Warrant Certificates in required denominations attested to Persons entitled thereto in connection with any exchange permitted under this Agreementby the Secretary or one of the Assistant Secretaries of the Company, either manually or by facsimile or electronic signature printed thereon. The Warrant Certificates shall be executed on behalf of manually countersigned by the Company by its President, Chief Executive Officer, Chief Financial Officer, Secretary or Executive Vice President, either manually or by facsimile signature printed thereonWarrant Agent and shall not be valid for any purpose unless so countersigned. In case any officer of the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be such officer of the Company before countersignature by the Warrant Agent and issue and delivery thereof, such Warrant Certificates may, nevertheless, be countersigned by the Warrant Agent and issued and delivered with the same force and effect as though such person had not ceased to be such officer of the Company, and any Warrant Certificate may be signed on behalf of the Company by such person as, at the actual date of the execution of such Warrant Certificate, shall be a proper officer of the Company, although at the date of the execution of this Warrant Agreement any such person was not such officer.
Appears in 1 contract
Samples: Warrant Agreement (Internap Corp)