ISSUANCE OF DEBT WARRANTS Sample Clauses

ISSUANCE OF DEBT WARRANTS. Debt Warrants may be issued from time to time, together with or separately from any Securities (the "Offered Debt Securities"). Prior to the issuance of any Debt Warrants, there shall be established by or pursuant to a resolution or resolutions duly adopted by the Company's Board of Directors or by any committee thereof duly authorized to act with respect thereto (a "Board Resolution"): (a) the title and aggregate number of such Debt Warrants; (b) the offering price of such Debt Warrants, if any; (c) whether such Debt Warrants are to be issued with any Offered Debt Securities and, if so, the title, aggregate principal amount and terms of any such Offered Debt Securities; the number of Debt Warrants to be issued with each $1,000 principal amount of such Offered Debt Securities (or such other principal amount of such Offered Debt Securities as is provided for in or pursuant to a Board Resolution); and the date, if any, on and after which such Debt Warrants and such Offered Debt Securities will be separately transferable (the "Detachable Date"); (d) the title, aggregate principal amount, ranking and terms (including the subordination and conversion provisions) of the Underlying Debt Securities that may be purchased upon exercise of such Debt Warrants; (e) the time or times at which, or period or periods during which, such Debt Warrants may be exercised, the minimum or maximum amount of Debt Warrants which may be exercised at any one time and the final date on which such Debt Warrants may be exercised (the "Expiration Date"); (f) the principal amount of Underlying Debt Securities that may be purchased upon exercise of each Debt Warrant and the price, or the manner of determining the price (the "Debt Warrant Price"), at which such principal amount may be purchased upon such exercise; (g) the terms of any right to redeem or call such Debt Warrants; and (h) any other terms of such Debt Warrants not inconsistent with the provisions of this Agreement.
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ISSUANCE OF DEBT WARRANTS. Debt Warrants shall be initially issued in connection with the issuance of the Offered Notes [but shall be separately transferable on and after _____________, 19__ (the "Detachable Date")] (and shall not be separately transferable] and each Debt Warrant Certificate shall evidence one or more Debt Warrants. Each Debt Warrant evidenced thereby shall represent the right, subject to the provisions contained herein and therein, to purchase a Debt Warrant Note in the principal amount of $____________. Debt Warrant Certificates shall be issued initially in units with the Offered Notes and each Debt Warrant Certificate included in such a unit shall evidence ______ Debt Warrants for each $___________ principal amount of Offered Notes included in such unit.
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ISSUANCE OF DEBT WARRANTS. (a) CYBERFUND hereby agrees to sell to Pacific International Management or its nominee an 8% Convertible Term Promissory Note in the principal amount US$2,000,000, which Note shall be in the form attached hereto as Exhibit “A”. The Maturity Date shall be the earlier of (i) six months from the date of issuance, or (ii) the completion of US$5,000,000 funding by the Company. Interest from the date of issuance shall be accrued and payable upon maturity. The Note will be convertible at the Holder’s option in whole or in part at any time prior to maturity at the rate of $7.00 per Share. The gross proceeds will be reduced by fees and expenses due and payable by wire transfer immediately upon receipt of good funds pursuant to that certain Financial Advisory Agreement contained in the Agreement. (b) As additional consideration for said Note, CYBERFUND shall issue to Pacific International Management or its nominee 250,000 Common Stock Purchase Warrants, which shall be exercisable for a period of one year from the date of issuance at a price of US$12.00 per Share. (c) Shares of CYBERFUND which may be issuable upon conversion of the Note or exercise of the Common Stock Purchase Warrants shall be considered to be part of the Shares reserved for issuance pursuant to the Agreement.
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ISSUANCE OF DEBT WARRANTS. 1 1.2 Form Of Execution Of Debt Warrant Certificates................................................... 2 1.3 Issuance And Delivery Of Debt Warrant Certificates............................................... 3 1.4
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ISSUANCE OF DEBT WARRANTS. Debt Warrants shall be initially issued in connection with the issuance of the Offered Notes [but shall be separately transferable on and after , 200 (the "Detachable Date")] (and shall not be separately transferable) and each Debt Warrant Certificate shall evidence one or more Debt Warrants. Each Debt Warrant evidenced thereby shall represent the right, subject to the provisions contained herein and therein, to purchase a Debt Warrant Note in the principal amount of $ . Debt Warrant Certificates shall be issued initially in units with the Offered Notes and each Debt Warrant Certificate included in such a unit shall evidence Debt Warrants for each $ principal amount of Offered Notes included in such unit.
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ISSUANCE OF DEBT WARRANTS. 1 SECTION 1.02. Form and Execution of Debt Warrant Certificates...............2 SECTION 1.03. Issuance and Delivery of Debt Warrant Certificates............3 SECTION 1.04.
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ISSUANCE OF DEBT WARRANTS. The designation and particular terms of any Debt Warrant shall be as set forth in the applicable Prospectus Supplement and in the Debt Warrant Certificate relating thereto. Debt Warrants may be issued separately or together with one or more Debt Securities of any series and, if issued together with any such Debt Securities, may be separately transferable after the date indicated in the applicable Prospectus Supplement and in the Debt Warrant Certificate relating thereto (such date the "Detachability Date"). A Debt Warrant Certificate may evidence one or more Debt Warrants. Each Debt Warrant evidenced by a a Debt Warrant Certificate shall represent the right, subject to the provisions contained herein and therein, to purchase one or more Debt Securities of a designated series in such principal amount as shall be designated therein.
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Related to ISSUANCE OF DEBT WARRANTS

  • Issuance of Debt On the date of receipt by Holdings or any of its Subsidiaries of any Cash proceeds from the incurrence of any Indebtedness of Holdings or any of its Subsidiaries (other than with respect to any Indebtedness permitted to be incurred pursuant to Section 6.1), the Borrower shall prepay the Loans in an aggregate amount equal to 100% of such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses.

  • Issuance of Convertible Securities If the Company in any manner issues or sells any Convertible Securities, whether or not immediately convertible (other than where the same are issuable upon the exercise of Options) and the price per share for which Common Stock is issuable upon such conversion or exchange is less than the Market Price on the date of issuance, then the maximum total number of shares of Common Stock issuable upon the conversion or exchange of all such Convertible Securities will, as of the date of the issuance of such Convertible Securities, be deemed to be outstanding and to have been issued and sold by the Company for such price per share. For the purposes of the preceding sentence, the "price per share for which Common Stock is issuable upon such conversion or exchange" is determined by dividing (i) the total amount, if any, received or receivable by the Company as consideration for the issuance or sale of all such Convertible Securities, plus the minimum aggregate amount of additional consideration, if any, payable to the Company upon the conversion or exchange thereof at the time such Convertible Securities first become convertible or exchangeable, by (ii) the maximum total number of shares of Common Stock issuable upon the conversion or exchange of all such Convertible Securities. No further adjustment to the Exercise Price will be made upon the actual issuance of such Common Stock upon conversion or exchange of such Convertible Securities.

  • Issuance of Warrants [If Warrants alone —Upon issuance, each Warrant Certificate shall evidence one or more Warrants.] [If Other Securities and Warrants —Warrant Certificates will be issued in connection with the issuance of the Other Securities but shall be separately transferable and each Warrant Certificate shall evidence one or more Warrants.] Each Warrant evidenced thereby shall represent the right, subject to the provisions contained herein and therein, to purchase one Warrant Security. [

  • Issuance of Preferred Stock So long as this Warrant remains outstanding, the Company will not issue any capital stock of any class preferred as to dividends or as to the distribution of assets upon voluntary or involuntary liquidation, dissolution or winding up, unless the rights of the holders thereof shall be limited to a fixed sum or percentage of par value in respect of participation in dividends and in the distribution of such assets.

  • Issuance of Conversion Shares The Conversion Shares are duly authorized and reserved for issuance and, upon conversion of the Note in accordance with its terms, will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

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

  • Issuance of Common Shares (a) Upon the expiration of the Vesting Period without forfeiture, the Company shall cause a certificate or certificates to be issued to the Director for the Reelection Grant Shares. Common Shares issued pursuant to this Agreement which have not been registered with the Securities and Exchange Commission, if any, shall bear a legend substantially as follows: (b) The Company shall not be required to transfer or deliver any certificate or certificates for Common Shares under this Agreement: (i) until after compliance with all then applicable requirements of law; and (ii) prior to admission of the Common Shares to listing on any stock exchange on which the Common Shares may then be listed. In no event shall the Company be required to issue fractional shares to the Director or his or her successor.

  • Reissuance of Warrants Upon receipt by the Company of evidence reasonably satisfactory to the Company of the loss, theft, destruction or mutilation of this Warrant, and, in the case of loss, theft or destruction, of any indemnification undertaking by the Holder to the Company in customary form and, in the case of mutilation, upon surrender and cancellation of this Warrant, the Company shall execute and deliver to the Holder a new Warrant representing the right to purchase the Warrant Shares then underlying this Warrant (subject to the provisions of Section 1(f)).

  • Issuance of Equity Securities No later than three Business Days following the date of receipt by Borrower or any of its Subsidiaries of any Cash proceeds from a capital contribution to, or the issuance of any Equity Interests of, Borrower or any of its Subsidiaries (other than (i) pursuant to any employee stock or stock option compensation plan or any employment agreement, (ii) the receipt of a capital contribution from, or the issuance of Equity Interests to, Borrower or any of its Subsidiaries, (iii) the issuance of directors’ qualifying shares or of other nominal amounts of other Equity Interests that are required to be held by specified Persons under Applicable Law and (iv) in connection with a Permitted Majority Investment), Borrower shall prepay the Loans as set forth in Section 2.15(b) in an aggregate amount equal to 50% of such proceeds, in each case, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses; provided that if, as of the end of the most recent four consecutive Fiscal Quarter period (determined for any such period by reference to the Compliance Certificate delivered pursuant to Section 5.1(c) calculating the Leverage Ratio as of the last day of such four consecutive Fiscal Quarter period), the Leverage Ratio determined on a Pro Forma Basis shall be 3.25:1.00 or less, Borrower shall only be required to make prepayments otherwise required hereby in an amount equal to 25% of such proceeds.

  • Issuance of Warrant The issuance of the Warrant is duly authorized and will be validly issued, fully paid and non-assessable, and free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Company and will not impose personal liability upon the holder thereof.

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