Financing Warrants Clause Samples
The Financing Warrants clause defines the terms under which a party, typically an investor, is granted the right to purchase additional shares of a company at a predetermined price, usually in connection with a financing round. This clause outlines the number of warrants issued, the exercise price, the period during which the warrants can be exercised, and any conditions that must be met for the warrants to become exercisable. By specifying these terms, the clause provides investors with an incentive to participate in financing and offers them potential upside if the company’s value increases, while also clarifying the company’s obligations and limiting dilution risk for existing shareholders.
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Financing Warrants. In addition, at the first closing under the first Financing hereunder, Company shall issue to VFIN additional warrants (the “Financing Warrants”) to purchase such number of shares of the common stock of Company equal to: (x) ten percent (10%) of the aggregate number of fully diluted shares of common stock as shall have been purchased by Financing Sources pursuant to the Financing, or (y) ten percent (10%) of the aggregate number of fully diluted shares of common stock into which any convertible securities which shall have been purchased by Financing Sources pursuant to the Financing may be converted (after giving effect to any increase in shares under a ratchet or similar provision pursuant to which the number of shares initially purchased is subsequently increased). The Financing Warrants shall be exercisable for a period of five years from the date of issuance on the same terms and conditions applicable to, and with an exercise price per share equal to the effective per share price paid by, Financing Sources for a share of common stock of Company. The terms of the Financing Warrants shall be set forth in an agreement (the “Financing Warrant Agreement”) in form attached hereto as Annex B. The Financing Warrant Agreement shall contain customary terms, including without limitation, provisions for “cashless” exercise, price based anti-dilution, and customary piggyback registration rights.
Financing Warrants. Upon the full execution of this Agreement, the Company will issue to VestCo additional warrants to purchase up to One Million (1,000,000) shares of restricted common stock of the Company at an exercise price of Twenty Cents ($0.20) per share, which shall only vest at the time that third party financing/investment into the Company reaches a cumulative total of $60,000,000, from sources identified by VestCo; such warrants shall have a three (3) year exercise term from issuance.
Financing Warrants. The Financing Warrants (i) will be exercisable either for cash or on a cashless basis at the holder’s option pursuant to Section 3.3 hereof and (ii) will not be redeemable by the Company.
Financing Warrants. Additionally, at the closing of a Financing, the Company shall issue to SRCA warrants (the “Financing Warrants”) to purchase the number of shares of the common stock of the Company equal to the sum of:
i. Eight percent (8%) of all funds raised through the sale of equity, convertible instruments and equity linked securities. The Financing Warrants shall be exercisable for two (2) years from the date of issuance on the same terms and conditions applicable to, and with an exercise price per share equal to the effective per share price paid by, financing sources for a share of common stock of the Company. The terms of the Financing Warrants shall be set forth in an agreement (the “Financing Warrant Agreement”). The Financing Warrant Agreement shall contain customary terms, including provisions for “cashless” exercise, change of control, and customary piggyback registration rights, and that shall otherwise be in form and substance reasonably satisfactory to the Company and SRCA.
Financing Warrants. Upon the issuance of a Note at the Third Closing or the Fourth Closing in the form of Exhibit B-1, the Borrower will issue and deliver to the Lender warrants, in the form of Exhibit H hereto, to purchase two shares of the Borrower’s Common Stock for each dollar funded by the Lender to the Borrower as evidenced by the Note (the “Financing Warrants”). As soon as practicable after the Third Closing, the Borrower covenants to submit for filing with the Secretary of State of the State of California an Amendment to Certificate of Determination in the form attached as Exhibit F-1. As soon as practicable after the Fourth Closing, the Borrower covenants to submit for filing with the Secretary of State of the State of California an Amendment to Certificate of Determination in the form attached as Exhibit F-2.
Financing Warrants. In addition to the Cash Fee, immediately upon Closing, the Company shall sell to MDB warrants (“Warrants”) to purchase the same type and character of equity Securities as are issued in the Offering or issuable on conversion of the Securities issued in the Offering (e.g., Common Stock), in an amount equal to ten percent (10%) of the aggregate Securities issued in the Offering for the purchase price of $1,000 (excluding any additional cost to exercise the Warrants); provided, however, for the Threshold Offering, the percentage amount will be seven percent (7%), excluding the investment made by JJDC and JDRF in the Threshold Offering for which no Warrants under this clause (b) shall be issuable by the Company to MDB and the exercise price of the Warrants delivered in connection with the Threshold Offering shall be 100% of the offering price per share in such Threshold Offering. Such Warrants will be for a term of seven (7) years; subject to any limitation imposed by the FINRA regulations in respect of a public offering. In connection with any public Offering, the exercise price for the Warrants will be priced at not less than 120% (one hundred twenty percent) of the Offering price per share. In connection with any private Offering, including the Threshold Offering, Warrants issued hereunder will have an exercise price equal to the per share or unit selling price of the Securities sold to investors in the Offering. The Warrants will contain cashless exercise provisions and representations and warranties normal and customary for warrants issued to placement agents or underwriters, including registration rights, a market standoff provision, and will not be callable or terminable prior to the expiration date.