Expiration of the Warrant. This Warrant shall expire and shall no longer be exercisable as of the earlier of: (a) 5:00 p.m., Pacific time, on the ten (10)-year anniversary of the Initial Closing under the Purchase Agreement; (b) A Deemed Liquidation Event (as defined in the Certificate of Incorporation); or (c) Immediately prior to the closing of the sale of shares of Common Stock to the public at such price and on such terms as described in Section 5 of the Certificate of Incorporation, as may be amended from time to time.
Appears in 8 contracts
Samples: Warrant Agreement (Miso Robotics, Inc.), Senior Secured Promissory Note (Miso Robotics, Inc.), Senior Secured Promissory Note (Miso Robotics, Inc.)
Expiration of the Warrant. This Warrant shall expire and shall no longer be exercisable as of the earlier earliest of:
(a) 5:00 p.m., Pacific time, on the ten date that is eight (10)-year anniversary 8) years after the date of the Initial Closing under the Purchase Agreementthis Warrant;
(b) A Deemed Liquidation Event (as defined in 90 days after the Certificate expiration of Incorporation)the Agreement; or
(c) Immediately prior to the closing of a firm commitment underwritten initial public offering pursuant to an effective registration statement filed under the Securities Act covering the offering and sale of shares of Common Stock to the public at such price and on such terms as described in Section 5 of the Certificate of Incorporation, as may be amended from time to timeCompany’s common stock.
Appears in 3 contracts
Samples: Warrant Agreement (TrueCar, Inc.), Warrant Agreement (TrueCar, Inc.), Warrant Agreement (TrueCar, Inc.)
Expiration of the Warrant. This Warrant shall expire and shall no longer be exercisable as of the earlier of:
(a) 5:00 p.m., Pacific time, on the ten (10)-year 10) year anniversary of the Initial Closing under the Purchase Agreementthis Warrant;
(b) A Deemed Liquidation Event (as defined in the Certificate closing of Incorporation)a Change of Control; or
(c) Immediately immediately prior to the closing of a firm commitment underwritten initial public offering pursuant to an effective registration statement filed under the Securities Act covering the offering and sale of shares of the Company’s Common Stock to the public at such price and on such terms as described in Section 5 of the Certificate of Incorporation, as may be amended from time to timeStock.
Appears in 2 contracts
Samples: Warrant Agreement (Sun BioPharma, Inc.), Merger Agreement (Cimarron Medical, Inc.)
Expiration of the Warrant. This Warrant shall expire and shall no longer be exercisable as of the earlier of:
(a) 5:00 p.m., Pacific time, on the ten (10)-year anniversary of the First Tranche Initial Closing under the 2014 Purchase Agreement;
(b) A Deemed Liquidation Event Change of Control (as defined in the Certificate of IncorporationNote); or
(c) Immediately prior to the closing of a Qualified IPO (as defined in the sale of shares of Common Stock to the public at such price Company’s Amended and on such terms as described in Section 5 of the Restated Certificate of Incorporation, as the same may be amended from time to time).
Appears in 1 contract
Samples: Warrant Agreement (Capnia, Inc.)
Expiration of the Warrant. This Warrant shall expire and shall no longer be exercisable as of the earlier earliest of:
(a) 5:00 p.m., Pacific time, on the date that is ten (10)-year anniversary 10) years after the date of the Initial Closing under the Purchase Agreement;
(b) A Deemed Liquidation Event (as defined in the Certificate of Incorporation)this Warrant; or
(cb) Immediately prior to the closing of a Liquidation Event or a firm commitment underwritten initial public offering pursuant to an effective registration statement filed under the Securities Act covering the offering and sale of shares of Common Stock to the public at such price and on such terms as described in Section 5 of the Certificate of Incorporation, as may be amended from time to timeCompany’s common stock.
Appears in 1 contract
Samples: Warrant Agreement (TrueCar, Inc.)
Expiration of the Warrant. This Warrant shall expire and shall no longer be exercisable as of the earlier of:
(a) 5:00 p.m., Pacific time, on the ten (10)-year 10-year anniversary of the Initial Closing under the 2012 Purchase Agreement;
(b) A Deemed Liquidation Event (Change of Control, as defined in the Certificate of Incorporation)Note; or
(c) Immediately prior to the closing of a Qualified IPO, as defined in the sale of shares of Common Stock to the public at such price Company’s Amended and on such terms as described in Section 5 of the Restated Certificate of Incorporation, as the same may be amended from time to time.
Appears in 1 contract
Samples: Warrant Agreement (Capnia, Inc.)
Expiration of the Warrant. This Warrant shall expire and shall no longer be exercisable as of the earlier of:
(a) 5:00 p.m., Pacific time, on the ten (10)-year 10 year anniversary of the Initial Closing under the Purchase Agreement;
(b) A Deemed Liquidation Event (Change of Control, as defined in the Certificate of Incorporation)Note; or
(c) Immediately prior to the closing of a Qualified IPO, as defined in the sale of shares of Common Stock to the public at such price Company’s Amended and on such terms as described in Section 5 of the Restated Certificate of Incorporation, as may be amended from time to time.
Appears in 1 contract
Samples: Warrant Agreement (Capnia, Inc.)