Common use of Purchase Warrant Clause in Contracts

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation., a Nevada company (the “Company”), Holder is entitled, at any time or from time to time from [●], 2020 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●], 2023, (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of of common stock of the Company, par value $0.001 (the “Shares”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”)

Appears in 2 contracts

Samples: American BriVision (Holding) Corp, American BriVision (Holding) Corp

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Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Longeveron Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]August 11, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]February 11, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 106,400 shares of of Class A common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 12.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean February 11, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-252234) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (Longeveron Inc.), Underwriting Agreement (Longeveron Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.ComSovereign Holding Corp., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]July 21, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]January 21, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 154,216 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean January 21, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-248490) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 2 contracts

Samples: Common Stock Purchase Warrant (ComSovereign Holding Corp.), Underwriting Agreement (ComSovereign Holding Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Spartan Capital Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Green Circle Decarbonize Technology Limited, a Nevada an exempted company under the laws of the Cayman Islands (the “Company”), Holder is entitled, at any time or from time to time from beginning [●], 2020 202_ (the “Commencement Date”Exercise Date”1), and at or before 5:00 p.m., Eastern time, [●], 2023, 202_2 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of of common stock of the Company, par value $0.001 Ordinary Shares (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [●] per ShareShare3; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 2 contracts

Samples: Green Circle Decarbonize Technology LTD, Green Circle Decarbonize Technology LTD

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Splash Beverage Group, Inc., a Nevada company Colorado corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]December 10, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]June 10, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [__] shares of of common stock of the Company, no par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 4.60 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean June 10, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-255091) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 2 contracts

Samples: Underwriting Agreement (Splash Beverage Group, Inc.), Common Stock Purchase Warrant (Splash Beverage Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Asset Entities Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from beginning [●], 2020 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●], 2023, 20271 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares (the “Shares”) of of common stock Class B Common Stock of the Company, par value $0.001 0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [●]2 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (Asset Entities Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid pursuant to that certain Underwriting Agreement by or on behalf of [INVESTOR] (“Holder”)and between DIGITAL BRANDS GROUP, as registered owner of this Purchase Warrant, to American BriVision (Holding) CorporationINC., a Nevada company Delaware corporation (the “Company”), Holder on one hand, and Alexander Capital, L.P., on the other hand, dated May 5, 2022, as amended (the “Underwriting Agreement”), [●] (“Holder”) and its assignees, as registered holders of this Purchase Warrant, is entitled, at any time or from time to time from [●]November 1, 2020 2022 (the “Commencement Exercise Date”), the date that is six (6) months after the effective date of the Company’s Registration Statement on Form S-1 with the Securities and Exchange Commission (the “Effective Date”), and at or before 5:00 p.m., Eastern time, [●]on May 5, 2023, 2027 (five (5) years from the Effective Date) (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 1,495,592 shares of of common stock Common Stock of the Company, $0.0001 par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $5.00 0.3250 per Shareshare of Common Stock (130% of the price of the Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share share and the number of Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise priceprice as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (Digital Brands Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Rxxx Capital Partners, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.The Joint Corp., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]November 10, 2020 2015 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, [●]November 10, 2023, 2018 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 22,500 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period commencing on the Effective Date and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 8.125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean November 10, 2014, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-198860) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (JOINT Corp)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] XX Xxxxxx, division of Benchmark Investments, LLC (“Holder”), as registered owner of this Purchase WarrantWarrant issued by Guardforce AI Co., to American BriVision (Holding) Corporation.Limited, a Nevada Cayman Islands company (the “Company”), Holder is entitled, at any time or from time to time from [●]March 29, 2020 2022 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, [●]September 28, 2023, 2026 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of of common stock 180,723 Ordinary Shares of the Company, par value $0.001 0.003 per share (the “Ordinary Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Ordinary Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean September 28, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form F-1 (File No. 333-258054) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Guardforce AI Co., LTD)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Asset Entities Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]beginning February 7, 2020 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]February 2, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 105,000 shares (the “Shares”) of of common stock Class B Common Stock of the Company, par value $0.001 0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 6.25 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (Asset Entities Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Aegis Capital Corp. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.AspenBio Pharma, Inc., a Nevada company Colorado corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]June 19, 2020 2013 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]June 19, 2023, 2017 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 305,000 shares of of common stock of the Company, no par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 2.50 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (AspenBio Pharma, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Xxxxxx X. Xxxxx (“Holder”), as registered owner of this Purchase WarrantWarrant of Stran & Company, to American BriVision (Holding) Corporation.Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]May 12, 2020 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]November 12, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 62,287 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean November 8, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-260109) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Stran & Company, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] The Benchmark Company, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Fly-E Group, Inc., a Nevada company corporation incorporated under the law of the State of Delaware (the “Company”), Holder is entitled, at any time or from time to time from [●]December 7, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern New York City time, [●]June 7, 2023, 2029 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 112,500 shares of of common stock of the Company, par value $0.001 0.01 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions in the State of New York are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 4.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean May 14, 2024, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-276830) of the Company was declared effective by the Securities and the Holder Exchange Commission (the “AgreementCommission”).

Appears in 1 contract

Samples: S Warrant Agreement (Fly-E Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Digital Brands Group, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]November 13, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]May 13, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 120,482 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.19 per ShareShare ; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean May 13, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333- 255193) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Digital Brands Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Cardiff Lexington Corporation., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from beginning [●], 2020 202_ (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●], 2023, 202_1 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [●] per ShareShare2; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and Notwithstanding anything to the contrary herein, this Purchase Warrant will not otherwise defined herein shall have be exercisable or convertible more than five years from the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between commencement of sales under the Company and Company’s public offering pursuant to the Holder Company’s Registration Statement on Form S-1 (the “Agreement”No. 333-273324).

Appears in 1 contract

Samples: Underwriting Agreement (Cardiff Lexington Corp)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Digital Offering, LLC (the "Holder" or "Digital Offering"), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.IntelGenx Technologies Corp., a Nevada company Delaware corporation (the "Company"), Holder is entitled, at any time or from time to time from beginning [*], 2020 2024 (the “Commencement "Effective Date"), and at or before 5:00 p.m., Eastern time, [*], 2023, 2027 (the "Expiration Date"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [*] shares (the "Shares") of of common stock Series A Convertible Cumulative Preferred Stock of the Company, $0.00001 par value $0.001 per share (the “Shares”"Preferred Stock"), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 12.50 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term "Exercise Price" shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: IntelGenx Technologies Corp.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] P.X. Xxxxx (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Edison Nation, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●], 2020 the date hereof (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]December 31, 2023, 2020 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 50,000 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a fixed amount of $5.00 2.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Edison Nation, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR______] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Sonoma Pharmaceuticals, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]May 26, 2020 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]November 26, 2023, 2019 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 22,328 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 4.375 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Sonoma Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Investments, division of Kingswood Capital Partners, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.MIRA Pharmaceuticals, Inc, a Nevada company corporation incorporated under the law of the State of Florida (the “Company”), Holder is entitled, at any time or from time to time from [●]February 2, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern New York City time, [●]August 2, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 63,750 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 7.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean August 2, 2023, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-273024) of the Company was declared effective by the Securities and the Holder Exchange Commission (the “AgreementCommission”).

Appears in 1 contract

Samples: S Warrant Agreement (Mira Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.ComSovereign Holding Corp., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]August 10, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]February 10, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 198,776 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean February 10, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Holder Company on February 12, 2021 (collectively, the “AgreementPurchase Warrants”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (ComSovereign Holding Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] DXXXXX XXXXX SECURITIES, INC. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Sigma Labs, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]November 7, 2020 2019 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]November 7, 2023, 2024 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] ________________ shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 ________________ per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Sigma Labs, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Aegis Capital Corp. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Biocept, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]February 4, 2020 2015 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, [●]February 4, 2023, 2019 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 95,000 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 12.50 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean February 4, 2014, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-191323) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Biocept Inc)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Spartan Capital Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Winc, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●], 2020 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●], 2023, ____________] [DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE REGISTRATION STATEMENT] (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] ____]1 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [___] per ShareShare [110% of the public offering price of the Initial Securities sold in the Offering]; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean [_________], 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Company and the Holder Registration Statement on Form S-1 (File No. 333-259828) (the “AgreementIPO Registration Statement)) of the Company was declared effective by the Securities and Exchange Commission.

Appears in 1 contract

Samples: Winc, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Equity Trust Company Custodian, FBO: Rxxxxxxx Xxxxx Rxxxx XXX (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Edison Nation, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●], 2020 the date hereof (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]December 31, 2023, 2020 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 125,000 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a fixed amount of $5.00 2.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Edison Nation, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Digital Brands Group, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]November 13, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]May 13, 2023, 2026 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 120,482 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.19 per ShareShare ; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean May 13, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333- 255193) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Digital Brands Group, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.ComSovereign Holding Corp., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]August 10, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]February 10, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 27,106 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean February 10, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and Exchange Commission. This Purchase Warrant is one of a series of Purchase Warrants to purchase an aggregate of 225,882 shares issued by the Holder Company on February 12, 2021 (collectively, the “AgreementPurchase Warrants”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (ComSovereign Holding Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in for good and valuable consideration of funds duly paid by or on behalf of [INVESTOR] Rxxx Capital Partners LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Eastside Distilling, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]August 10, 2020 2018 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]August 10, 2023, 2022 (the “Expiration Date”), but not thereafterbefore the Commencement Date or after the Expiration Date, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of of common stock 120,000 units (“Units”) of the Company, each unit consisting of one share of the Company’s common stock, par value $0.001 0.0001 per share (the “SharesCommon Stock)) and warrants in the form of Exhibit A attached hereto (the “Warrants”) to purchase one share of Common Stock. The shares of Common Stock and the Warrants (each a “Component Security” and collectively, subject to adjustment as provided in Section 5 hereofthe “Component Securities”) are immediately separable and will be issued separately upon exercise of this Purchase Warrant. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.40 per ShareUnit; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share Unit and the number of Shares Units to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Eastside Distilling, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Investments, division of Kingswood Capital Partners, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Telomir Pharmaceuticals, Inc, a Nevada company corporation incorporated under the law of the State of Florida (the “Company”), Holder is entitled, at any time or from time to time from [●]August 8, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern New York City time, [●]February 8, 2023, 2029 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 50,000 shares of of common stock of the Company, no par value $0.001 (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 7.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean February 8, 2024, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-275534) of the Company was declared effective by the Securities and the Holder Exchange Commission (the “AgreementCommission”).

Appears in 1 contract

Samples: S Warrant Agreement (Telomir Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Benchmark Investments, LLC (“Holder”), as registered owner of this Purchase WarrantWarrant of Stran & Company, to American BriVision (Holding) Corporation.Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]May 12, 2020 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]November 12, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 10,101 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean November 8, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-260109) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Stran & Company, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.HF Enterprises Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]beginning November 27, 2020 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]November 27, 2023, 2023 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 9.80 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (HF Enterprises Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Spartan Capital Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Warrant of Trio Petroleum Corp., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]June 30, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]January 2, 2023, 2029 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 55,000 shares of of common stock (the “Shares”) of the Company, par value $0.001 0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 0.55 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized The term “Effective Date” shall mean January 2, 2024, the date on which the second closing of the financing by an institutional investor was consummated by the Company (the “Offering”), pursuant to the terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, of a Securities Purchase Agreement between the Company and the Holder (the “Agreement”)such investor, dated October 4, 2023, as amended by an Amendment to Transaction Documents, dated December 29, 2023.

Appears in 1 contract

Samples: Placement Agent Warrant Agreement (Trio Petroleum Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Spartan Capital Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Warrant of Trio Petroleum Corp., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]April 1, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]October 4, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 83,333 shares of of common stock (the “Shares”) of the Company, par value $0.001 0.0001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 1.32 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized The term “Effective Date” shall mean October 4, 2023, the date on which the first closing of the financing by an institutional investor was consummated by the Company (the “Offering”), pursuant to the terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, of a Securities Purchase Agreement between the Company and the Holder (the “Agreement”)such investor, dated October 4, 2023.

Appears in 1 contract

Samples: Placement Agent Warrant Agreement (Trio Petroleum Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Maxim Group LLC or its assigns (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Advaxis, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]September 17, 2020 2013 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]September 17, 2023, 2015 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 30,154 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 4.90 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Advaxis, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid pursuant to that certain Underwriting Agreement by or on behalf of [INVESTOR] and between BIOAFFINITY TECHNOLOGIES, INC., a Delaware corporation (the “Company”) and WallachBeth Capital, LLC dated August 31, 2022, as amended (the “Underwriting Agreement”), WallachBeth Capital, LLC (“Holder”)) and its assignees, as registered owner holders of this Purchase Warrant, to American BriVision (Holding) Corporation., a Nevada company (the “Company”), Holder is entitled, at any time or from time to time from [●]February 5, 2020 2023 (the “Commencement Effective Date”), the date that is one hundred and eighty (180) days after the date of the commencement of the sales of the Company’s units (each unit (“Unit”) consisting of one share of the Company’s common stock, $0.007 par value per share (“Common Stock”), one tradeable warrant to purchase one share of Common Stock, and one non-tradeable warrant to purchase one share of Common Stock) in the Company’s initial public offering, and at or before 5:00 p.m., Eastern time, [●]on August 29, 2023, 2027 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 25,652 shares of of common stock Common Stock of the Company, par value $0.001 Company (equal to two (2.0%) percent of the “Shares”Common Stock sold in the Offering including any exercise of the overallotment option), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this purchase warrant (“Purchase Warrant”). This Purchase Warrant is initially exercisable at $5.00 7.04375 per Shareshare of Common Stock (115% of the price of the Common Stock sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share share and the number of Shares shares of Common Stock to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price as set forth above or the adjusted exercise priceprice as a result of the events set forth in Section 6 below, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth meaning ascribed to them in that certain Exchange the Underwriting Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (bioAffinity Technologies, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Aegis Capital Corp. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Ceres, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]March 4, 2020 (the 2015(the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]March 4, 2023, 2019 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 480,000 shares of of common stock of the Company, par value $0.001 0.01 per share (the “Shares”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 1.50 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (Ceres, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Spartan Capital Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Warrant of Trio Petroleum Corp., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]April 20, 2020 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]April 17, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 100,000 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 3.30 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean April 17, 2023, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-267380) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Trio Petroleum Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR[ ] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Data443 Risk Mitigation, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●beginning [ ], 2020 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●[ ], 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●[ ] shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [ ] per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Data443 Risk Mitigation, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Aegis Capital Corp. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Alset EHome International Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]beginning July 30, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]July 30, 2023, 2023 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 452,830 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 2.65 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Alset EHome International Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR________________] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Rennova Health, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]December 15, 2020 2017 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]December 15, 2023, 2021 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [____] shares of of common stock of the Company, par value $0.001 0.01 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 0.1125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (Rennova Health, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Aegis Capital Corp. or its assigns (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Apollo Medical Holdings, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●May [ ], 2020 2016 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●May [ ], 2023, 2020 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [____] shares of (the “Shares”) of common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 ____per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Apollo Medical Holdings, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Partners, L.P. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Rebel Holdings, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]August 4, 2020 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]February 4, 2023, 2027 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] _____ shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 ______ per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean February 4, 2022, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-260646) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (American Rebel Holdings Inc)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, Inc., or its designees (the “Holder”), as registered owner of this purchase warrant (“Purchase Warrant”), to American BriVision (Holding) Corporation.Grove, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●], 2020 the date hereof (the “Commencement Initial Exercise Date”), and at or before 5:00 p.m., Eastern time, [●], 2023, 3 (the “Expiration Date”), but not thereafterthereafter and subject to redemption, at the sole discretion of the Company, pursuant to Section 6 herein, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of of common stock of the Companystock, par value $0.001 per share (the “SharesCommon Stock”), of the Company, subject to adjustment as provided in Section 5 hereof7 hereof (the “Shares”). If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day day, which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 $ [●]4 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 7 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean [●], 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date the Company and the Holder Company’s Registration Statement on Form S‑1 (File No. 333-[●]) (the “AgreementRegistration Statement”) was declared effective by the Securities and Exchange Commission (the “Commission”) on [●], 2021 (and the offering covered thereby, the “Offering”).

Appears in 1 contract

Samples: Grove, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Aegis Capital Corp. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Oculus Innovative Sciences, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]March 12, 2020 2014 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]March 12, 2023, 2016 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●[ ] shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [ ] per ShareShare [125% of the price of the Shares sold in the Offering]; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Warrant Agreement (Oculus Innovative Sciences, Inc.)

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Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Spartan Capital Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Jxxxxxx Inc., a Nevada company Delaware corporation (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries (the “Company”), Holder is entitled, at any time or from time to time from [●]January 25, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]July 24, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares an aggregate of of common stock of the Company35,313 shares, par value $0.001 0.00001 per share (the “Shares”)) of the Company’s common stock, subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a price of $5.00 4.40 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price of $4.40 per Share (equal to 110% of the initial public offering price) or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean July 24, 2023, the meanings set forth in that certain Exchange Agreementdate on which the Registration Statement on Form S-1, dated April 5, 2020, between as amended (File No. 333-267907) of the Company was declared effective by the Securities and the Holder Exchange Commission (the “AgreementCommission”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Janover Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] The Benchmark Company, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.TFF Pharmaceuticals, Inc. a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]beginning February 14, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]August 17, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 457,608 shares of (the “Shares”) of common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 0.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (TFF Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] EX Xxxxxx, division of Benchmark Investments, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Treasure Global Inc, a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]February 10, 2020 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]August 10, 2023, 2027 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [____] shares of of common stock of the Company, par value $0.001 0.00001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean August 10, 2022, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-264364) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Treasure Global Inc)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] ________ (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Manhattan Bridge Capital, Inc., a Nevada company New York corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]May 22, 2020 2016 (the one-year anniversary of the effective date of the Offering, the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]May 22, 20232020 (the five-year anniversary of the effective date of the Offering, (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] ____ common shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.4875 per ShareShare (125% of the price of the Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Manhattan Bridge Capital, Inc

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Spartan capital Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Green Circle Decarbonize Technology Limited, a Nevada an exempted company under the laws of the Cayman Islands (the “Company”), Holder is entitled, at any time or from time to time from beginning [●], 2020 202_ (the “Commencement Date”Exercise Date”1), and at or before 5:00 p.m., Eastern time, [●], 2023, 202_2 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares of of common stock of the Company, par value $0.001 Ordinary Shares (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [●] per ShareShare3; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Green Circle Decarbonize Technology LTD

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Brean Capital, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) ClearSign Combustion Corporation., a Nevada company Washington corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]March 5, 2020 2014 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]March 5, 2023, 2019 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 20,313 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 10.00 per ShareShare (125% of the price of the Shares sold in the Offering); provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Clearsign Combustion Corp

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] The Benchmark Company, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.TFF Pharmaceuticals, Inc. a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]beginning February ___, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]August ____, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to _____ [2% of shares sold] shares of (the “Shares”) of common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 _____[125% of public offering price] per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (TFF Pharmaceuticals, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds $100 duly paid by or on behalf of [INVESTOR] I-Bankers Securities, Inc. ("Holder"), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.SGOCO Group, a Nevada company Ltd. (the "Company"), Holder is entitled, at any time or from time to time from [●]June 12, 2020 2012 (the "Commencement Date"), and at or before 5:00 p.m., Eastern timeTime, [●]until December 20, 2023, 2015 (the "Expiration Date"), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 66,667 shares of of common ordinary stock of the Company, par value $0.001 .001 per share (the "Shares”), ") subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 6.00 per ShareShare (120%) of the price of the Shares sold in the Offering) so purchased; provided, however, that upon the occurrence of any of the events specified in Section 4 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term "Exercise Price" shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used This Purchase Warrants and not otherwise defined herein shall all of the Shares have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between been registered by the Company with the Securities and the Holder Exchange Commission pursuant to Form F-1 (the “Agreement”Registration No. 333-170674), effective on December 20, 2010.

Appears in 1 contract

Samples: Common Stock Purchase (SGOCO Group, Ltd.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Xxxxx Xxxxxx (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Professional Diversity Network, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]September 24, 2020 2015 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]on September 24, 2023, 2019 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 6,000 shares of of common stock of the Company, par value $0.001 .01 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this the Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 4.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: S Warrant Agreement (Professional Diversity Network, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Hempacco Co., Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]beginning September 1, 2020 2022 (the “Commencement Issue Date”), and at or before 5:00 p.m., Eastern time, [●]August 29, 2023, 2027 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 70,000 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 9.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Hempacco Co., Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Revere Securities, LLC or R.X. Xxxxxxxx & Co., Inc. (each a “Holder,” and collectively the “Holders”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Fxxxxx Corporation., a Nevada Cayman Islands exempted company (the “Company”), each Holder is entitled, at any time or from time to time from [●]August 10, 2020 2023 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]August 10, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 60,000 ordinary shares of of common stock of the Company, par value $0.001 0.00001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.75 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean August 7, 2023, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form F-1 (File No. 333-267778) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (Fitell Corp)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Kingswood Capital Markets, division of Benchmark Investments, Inc. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.ComSovereign Holding Corp., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]August 10, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]February 10, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [____] shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.3125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean February 10, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-252780) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: Underwriting Agreement (ComSovereign Holding Corp.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR______] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Aditxt, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]March 2, 2020 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●], 2023, August 26 2026 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [_____] shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [_____] per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Aditxt, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid services rendered by or on behalf of [INVESTOR] Aegis Capital Corp. (“Aegis”) to American DG Energy Inc., a Delaware corporation (the “Company”) in connection with the Offering (as hereinafter defined),_______________ (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation., a Nevada company (the “Company”), Holder is entitled, at any time or from time to time from [●]July 31, 2020 2015 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]July 31, 2023, 2019 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 112,538 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 1.8875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Offering” shall have the meanings set forth meaning ascribed to that term in that certain Exchange Agreementthe Underwriting Agreement dated as of July 31, dated April 5, 2020, 2014 by and between the Company and the Holder Underwriters parties thereto (the “Underwriting Agreement”). Exhibit A-1

Appears in 1 contract

Samples: Underwriting Agreement (American Dg Energy Inc)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Rxxxxxx X’Xxxxx (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Edison Nation, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●], 2020 the date hereof (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]December 31, 2023, 2020 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 25,000 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at a fixed amount of $5.00 2.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Edison Nation, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR_____] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Cannabics Pharmaceuticals Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]March 26, 2020 2019 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]March 26, 2023, 2022 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [____] shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 0.9375 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Cannabics Pharmaceuticals Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] DXXXXX XXXXX SECURITIES, INC. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Sigma Labs, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]October 6, 2020 2018 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]October 6, 2023, 2023 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] ________________ shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 ________________ per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Sigma Labs, Inc.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] XX Xxxxxx, division of Benchmark Investments, LLC (“XX Xxxxxx”) to LQR House Inc., a Nevada corporation (the “Company”), XX Xxxxxx Holdings LLC, being XX Xxxxxx’x designee, (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation., a Nevada company (the “Company”), Holder is entitled, at any time or from time to time from [●]May 9, 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]November 9, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 7,857,143 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 0.07 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean November 9, 2023, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-275363) of the Company was declared effective by the Securities and the Holder Exchange Commission (the AgreementRegistration Statement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (LQR House Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Kairos Pharma, Ltd., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●], 2020 (beginning the “Commencement Effective Date”), and at or before 5:00 p.m., Eastern time, [●]September 16, 2023, 2029 (the “Expiration the“Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 54,250 shares of (the “Shares”) of common stock of the Company, par value $0.001 per share (the SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 4.80 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Kairos Pharma, LTD.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Boustead Securities, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Reticulate Micro, Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from beginning [●], 2020 2024 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●], 2023, 20292 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] shares (the “Shares”) of of class A common stock of the Company, par value $0.001 per share (the “SharesCommon Stock”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [●]3 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Underwriting Agreement (Reticulate Micro, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Feltl and Company, Inc. (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.The Joint Corp., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]November 10, 2020 2015 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, [●]November 10, 2023, 2018 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 67,500 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period commencing on the Effective Date and ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 8.125 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean November 10, 2014, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-198860) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (JOINT Corp)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Jxxx Xx (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Senmiao Technology Limited, a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]August 8, 2020 2021 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]February 8, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 380,435 shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 1.38 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Senmiao Technology LTD)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Hempacco Co., Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]beginning February 14, 2020 2023 (the “Commencement Issue Date”), and at or before 5:00 p.m., Eastern time, [●]February 10, 2023, 2028 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [338,100] shares of of common stock of the Company, par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 1.50 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between the Company and the Holder (the “Agreement”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Hempacco Co., Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Boustead Securities, LLC (“Holder” or “Boustead”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.China Xiangtai Food Co., Ltd, a Nevada Cayman Islands company (the “Company”), Holder is entitled, at any time or from time to time from [●]September 11, 2020 2018 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]September 10, 2023, 2023 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 4,667 ordinary shares of of common stock of the Company, par value $0.001 0.01 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 3.00 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein shall have This Purchase Warrant is being issued in connection with the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between private offering of the Company and the Holder prior to its proposed initial public offering (the “AgreementIPO)) underwritten by Boustead Securities, LLC.

Appears in 1 contract

Samples: China Xiangtai Food Co., Ltd.

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by for value received, [•] or on behalf of [INVESTOR] its assigns (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation., a Nevada company (the “Company”), Holder is entitled, at any time or from time to time from [], 2020 2016 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, [], 2023, 2020 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [] shares of of common stock of Naked Brand Group, Inc., a Nevada corporation (the Company”), par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 4.80 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean December 17, 2015, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-207110) of the Company and the Holder (the “AgreementRegistration Statement”) was declared effective by the U.S. Securities and Exchange Commission (the “Commission”).

Appears in 1 contract

Samples: Underwriting Agreement (Naked Brand Group Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] Xxxxx X. Xxxxx (“Holder”), as registered owner of this Purchase WarrantWarrant of Stran & Company, to American BriVision (Holding) Corporation.Inc., a Nevada company corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]May 12, 2020 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]November 12, 2023, 2026 (the Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 62,287 shares of of common stock of the Company, par value $0.001 0.0001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 5.1875 per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean November 8, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-260109) of the Company was declared effective by the Securities and the Holder (the “Agreement”)Exchange Commission.

Appears in 1 contract

Samples: S Warrant Agreement (Stran & Company, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by or on behalf of [INVESTOR] EX Xxxxxx, division of Benchmark Investments, LLC (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation.Healthcare Triangle, Inc., a Nevada company Delaware corporation (the “Company”), Holder is entitled, at any time or from time to time from [●]April 11, 2020 2022 (the “Commencement Date”), and at or before 5:00 p.m., Eastern time, [●]October 12, 2023, (the 2026(the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [●] 261,000 shares of of common stock of the Company, par value $0.001 0.00001 per share (the “Shares”), subject to adjustment as provided in Section 5 6 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 per 4.40per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 6 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean October 12, 2021, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-259180) of the Company was declared effective by the Securities and the Holder Exchange Commission (the AgreementRegistration Statement”).

Appears in 1 contract

Samples: Underwriting Agreement (Healthcare Triangle, Inc.)

Purchase Warrant. THIS CERTIFIES THAT, in consideration of funds duly paid by for value received, [•] or on behalf of [INVESTOR] its assigns (“Holder”), as registered owner of this Purchase Warrant, to American BriVision (Holding) Corporation., a Nevada company (the “Company”), Holder is entitled, at any time or from time to time from [], 2020 2016 (the “Commencement Date”), and until at or before 5:00 p.m., Eastern time, [], 2023, 2020 (the “Expiration Date”), but not thereafter, to subscribe for, purchase and receive, in whole or in part, up to [] shares of of common stock of Naked Brand Group, Inc., a Nevada corporation (the Company”), par value $0.001 per share (the “Shares”), subject to adjustment as provided in Section 5 hereof. If the Expiration Date is a day on which banking institutions are authorized by law to close, then this Purchase Warrant may be exercised on the next succeeding day which is not such a day in accordance with the terms herein. During the period ending on the Expiration Date, the Company agrees not to take any action that would terminate this Purchase Warrant. This Purchase Warrant is initially exercisable at $5.00 [•] per Share; provided, however, that upon the occurrence of any of the events specified in Section 4 5 hereof, the rights granted by this Purchase Warrant, including the exercise price per Share and the number of Shares to be received upon such exercise, shall be adjusted as therein specified. The term “Exercise Price” shall mean the initial exercise price or the adjusted exercise price, depending on the context. Capitalized terms used and not otherwise defined herein The term “Effective Date” shall have mean [•], 2015, the meanings set forth in that certain Exchange Agreement, dated April 5, 2020, between date on which the Registration Statement on Form S-1 (File No. 333-207110) of the Company and the Holder (the “AgreementRegistration Statement”) was declared effective by the U.S. Securities and Exchange Commission (the “Commission”).

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Naked Brand Group Inc.)

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