Placement Agent’s Warrants. In addition to the fees and reimbursement of costs set forth above, within five (5) business days after each Six Month Anniversary of the Subscription Date as specified in the Private Equity Line Agreement, the Company shall also issue to Placement Agent or its designees the following warrants ("Placement Agent Warrants"): (i) a warrant to purchase a number of shares of the Company's Common Stock equal to "X" percent (X%) of the number of shares of Put Shares of Common Stock issued to the Subscriber pursuant to any Put as specified in the Private Equity Line Agreement during the preceding six (6) month period, exercisable at one hundred twenty five percent (125%) of the average Put Share Price of all such Put Shares issued during the preceding six (6) calendar months; and (ii) a warrant to purchase a number of shares of the Company's Common Stock equal to "X" percent (X%), as specified above, of the number of shares of Common Stock for which the Subscriber is entitled to purchase pursuant to each Purchase Warrant issued to the Subscriber on that Six Month Anniversary Date, exerciseable at a price which shall equal 108% of the lowest Closing Bid Price for the ten (10) trading days immediately preceding the applicable Six Month Anniversary. The term of the Placement Agent Warrants shall be five (5) years commencing on the date of issuance thereof. The Placement Agent Warrants shall be exercisable immediately upon issuance and shall have cashless exercise provisions. The shares of Common Stock issuable upon exercise of the Placement Agent Warrants shall be included in the next registration statement filed by the Company, and shall have the rights set forth in the Registration Rights Agreement, dated on or about September 18, 1998, by and among the Company, the Placement Agent, and the Subscriber. The Placement Agent Warrants shall be delivered by the Company to the Placement Agent within five (5) Trading Days of each Six Month Anniversary Date. Concurrently with the issuance and delivery of the Purchase Warrant to the Subscriber, the Company shall deliver to the Subscriber a Purchase Warrant Opinion of Counsel (signed by the Company's independent counsel).
Placement Agent’s Warrants. On or before each of the Closing Date, the Company shall have delivered to the Placement Agent an executed copy of the Placement Agent's Warrant.
Placement Agent’s Warrants. (a) At the closing of the Proposed Private Placement, the Company will issue to the Placement Agent warrants to acquire Units which shall be identical to the Units sold to investors in the Private Placement (the "Placement Agent's Warrants"), with the provision that the Warrants included in each Unit will not be callable by the Company. The number of the Placement Agent's Warrants shall equal 10 percent (10%) of the securities sold in the Proposed Private Placement. The exercise price of the Placement Agent's Warrants shall equal the price of the securities sold through the Proposed Private Placement. The Placement Agent's Warrants shall be exercisable for a period of five (5) years shall contain cashless exercise provisions and weighted average anti-dilution provisions consistent with transactions. Such anti-dilution provisions shall protect against dilution in both price and percentage of the Company if there shall be any sales of securities by the Company below the purchase price (or conversion, exchange or exercise price if convertibly exchangeable or exercisable Securities are sold in the Proposed Private Placement) of securities sold in the Proposed Private Placement, any stock split, stock dividend, recapitalization, or reorganization of the Company or any successor securities. The Placement Agent's Warrants shall be transferable only in accordance with Section 4(2) of the Act and otherwise in accordance with applicable law to the Placement Agent's affiliates, associates, employees and consultants.
Placement Agent’s Warrants. On or before the Final Closing Date, the Placement Agent shall have received executed copies of the Placement Agent’s Warrants; provided the Company has received the Placement Agent’s designees for such Warrants at least two (2) business days prior to the final Closing Date, if applicable.
Placement Agent’s Warrants. On the Closing Date, the Company will issue to the Placement Agent Warrants similar to and carrying the same rights as the Class A and Class B Warrants issuable to the Subscribers (“Placement Agent’s Warrants”). The Placement Agent will receive Placement Agent Warrants equal to seven percent (7%) of the number of shares of Common Stock that would be received by the Subscribers if the Notes were fully converted and additional warrants equal to three and one half percent (3.5%) of the Warrants issued to the Subscribers on the Closing Date. All Placement Agent’s Warrants will be exercisable for five (5) years after the respective issue dates, will not be subject to Call and may be exercised on a cashless basis. A form of Placement Agent’s Warrant is annexed hereto as Exhibit G. Warrant Exercise Compensation will not be payable in connection with Placement Agent’s Warrants. All representations, covenants, warranties, undertakings, remedies, liquidated damages, indemnification, and other rights including but not limited to reservation requirements and registration rights made or granted to or for the benefit of the Subscribers are hereby also made and granted to the Placement Agent in respect of the Placement Agent’s Warrants.
Placement Agent’s Warrants. On the Closing Date, the Company will issue to the Placement Agent Warrants similar to and carrying the same rights as the Warrants issuable to the Subscribers except that the exercise price to purchase one Warrant Share shall be $0.63 and the Warrants shall be exercisable until five years after the Closing Date ("Placement Agent's Closing Warrants"). The Placement Agent will receive fifteen Placement Agent Closing Warrants for each one hundred (100) Shares issued to the Subscribers on the Closing Date. The Placement Agent will also receive Warrants from the Company in connection with exercise of A Warrants and B Warrants by Subscribers or their assigns. The Placement Agent will receive fifteen "Placement Agent's A Warrants" for each one hundred A Warrants exercised by a Subscriber on a cash basis. The Placement Agent's A Warrants will be exercisable at $0.69 per Warrant
Placement Agent’s Warrants. On the Closing Date, the Company will issue to the Placement Agent warrants (the “Placement Agent Warrants”), exercisable to purchase Shares at a price equal to 120% of the per Share price of the Common Stock. The Placement Agent Warrants shall be exercisable for a period of l five years after the Closing Date. The Placement Agent will receive such number of Placement Agent Warrants as will allow the Placement Agent to acquire a number of Shares equal to six percent (6%) of the total number of Shares sold in the Offering. All the representations, covenants, warranties, undertakings, remedies, liquidated damages, indemnification, and other rights including but not limited to registration rights made or granted to or for the benefit of the Subscribers are hereby also made and granted to the Placement Agent in respect of the Placement Agent’s Warrants and the Shares issuable upon exercise thereof.
Placement Agent’s Warrants. On the Closing Date, the Corporation shall issue to the Placement Agent the number of non-transferable common share purchase warrants that equals 6.0% of the Units placed to new investors introduced to the Corporation by the Placement Agent. Each Placement Agent’s Warrant permits the purchase of one Warrant Share for two years from the Closing Date at the greater of the Unit Price and the five day VWAP preceding notice of the Offering to the TSX and is subject to the Acceleration Provision.
Placement Agent’s Warrants. The Company hereby agrees to issue to (i) each of Maxim and Xxxx (and/or its designees) on the Closing Date, Warrants to purchase a number of shares of Common Stock equal to up to an aggregate of 3.4% of that number of Shares issued at such closing and (ii) to National on the Closing Date, Warrants to purchase a number of shares of Common Stock equal to up to an aggregate of 1.2% of that number of Shares issued at such closing (collectively, the “Placement Agents’ Warrants”). The Placement Agents’ Warrants shall be exercisable, in whole or in part, commencing 180 days from the Effective Time and expiring on the five-year anniversary of the Effective Time at an initial exercise price of $[___] per share of Common Stock, which is equal to one hundred and twenty five percent (125%) of the initial public offering price of a Share. The Placement Agents’ Warrants and the Common Stock issuable upon exercise of the Placement Agents’ Warrants are hereinafter referred to collectively as the “Placement Agents’ Securities.”
Placement Agent’s Warrants
