Nature of Warrants. The Purchaser acknowledges that the Warrants will not be immediately exercisable upon issuance, that the Purchaser may only exercise the Warrants beginning on the applicable Initial Exercise Date, and that the Warrants shall be subject to the Company complying with applicable rules and regulations of the Trading Market including those relating to the Shareholder Approval Date (as defined in the Warrants). The Purchaser further acknowledges that while the Company believes the Warrants are compliant with the rules and regulations of the Trading Market, neither the Company nor the Placement Agent provide any representation, warranty or guarantee that the Warrants or, based on the Warrants, the Offering are compliant with such rules and regulations and that the Trading Market may require amendment to the terms of the Warrants in order to comply with its rules and regulations, and the Purchaser covenants and agrees to reasonably cooperate with the Company and the Placement Agent in good faith in connection with any amendment or other action with respect to the Warrants that may be required by the Trading Market in the event that the Warrants are deemed to be non-compliant with such rules and regulations by the Trading Market. The Purchaser further acknowledges that the Warrants will not be listed or quoted for trading on any securities exchange or quotation system and will not be publicly traded.
Appears in 8 contracts
Samples: Securities Purchase Agreement (Algorhythm Holdings, Inc.), Securities Purchase Agreement (Algorhythm Holdings, Inc.), Stockholder Support Agreement (Glucotrack, Inc.)