Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 235 contracts
Samples: Underwriting Agreement (HWH International Inc.), Underwriting Agreement (EPWK Holdings Ltd.), Representative’s Warrant Agreement (La Rosa Holdings Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 115 contracts
Samples: Underwriting Agreement (Cardiff Lexington Corp), Underwriter Warrant Agreement (Aqua Metals, Inc.), Underwriting Agreement (SU Group Holdings LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.16.
Appears in 80 contracts
Samples: Purchase Option Agreement (Renaissance Acquisition Corp.), Purchase Option Agreement (International Metal Enterprises, Inc.), Purchase Option Agreement (InterAmerican Acquisition Group Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 48 contracts
Samples: Unit Purchase Option Agreement (Scopus BioPharma Inc.), Purchase Option Agreement (PAVmed Inc.), Purchase Option Agreement (Columbus Acquisition Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 33 contracts
Samples: Purchase Option Agreement (CIS Acquisition Ltd.), Purchase Option Agreement (Collabrium Japan Acquisition Corp), Purchase Option Agreement (BGS Acquisition Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation or other entity (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 31 contracts
Samples: Purchase Warrant Agreement (Acurx Pharmaceuticals, LLC), Representative’s Warrant Agreement (Ammo, Inc.), Representative’s Warrant Agreement (Ammo, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation company and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 26 contracts
Samples: Purchase Warrant Agreement (Impact Biomedical Inc.), Purchase Warrant Agreement (OS Therapies Inc), Purchase Warrant Agreement (Impact Biomedical Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option (and without duplication, obtainable upon exercise of the Warrants) immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 13 contracts
Samples: Underwriting Agreement (Selway Capital Acquisition Corp.), Underwriting Agreement (Selway Capital Acquisition Corp.), Purchase Option Agreement (Selway Capital Acquisition Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.16.
Appears in 13 contracts
Samples: Warrant Agreement (Global Telecommunication Solutions Inc), Warrant Agreement (Big City Bagels Inc), Warrant Agreement (U S Opportunity Search Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, reorganization or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 13 contracts
Samples: Underwriting Agreement (LQR House Inc.), Underwriting Agreement (LQR House Inc.), Warrant Agreement (LQR House Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 12 contracts
Samples: Underwriting Agreement (WhiteSmoke, Inc.), Underwriting Agreement (WhiteSmoke, Inc.), Underwriting Agreement (On Track Innovations LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.16.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 11 contracts
Samples: Representative’s Warrant Agreement (Jaguar Animal Health, Inc.), Representative’s Warrant Agreement (Signal Genetics, Inc.), Purchase Warrant Agreement (Advaxis, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or a change that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 11 contracts
Samples: Underwriter’s Warrant Agreement (Prometheum, Inc.), Underwriter’s Warrant Agreement (Prometheum, Inc.), Warrant Agreement (ADiTx Therapeutics, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.1, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.16.
Appears in 9 contracts
Samples: Purchase Option Agreement (Millbrook Press Inc), Purchase Option Agreement (Dental Medical Diagnostic Systems Inc), Purchase Option Agreement (Gurunet Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 8 contracts
Samples: Underwriting Agreement (DDC Enterprise LTD), Purchase Warrant Agreement (DDC Enterprise LTD), Purchase Warrant Agreement (DDC Enterprise LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.16.
Appears in 8 contracts
Samples: Purchase Option Agreement (ChinaGrowth North Acquisition CORP), Purchase Option Agreement (ChinaGrowth North Acquisition CORP), Purchase Option Agreement (ChinaGrowth South Acquisition CORP)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in the Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 7 contracts
Samples: Underwriting Agreement (Mangoceuticals, Inc.), Purchase Warrant Agreement (Kairos Pharma, LTD.), Purchase Warrant Agreement (Kairos Pharma, LTD.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 7 contracts
Samples: Purchase Option Agreement (I-Am CAPITAL ACQUISITION Co), Purchase Option Agreement (Stellar Acquisition III Inc.), Purchase Option Agreement (Stellar Acquisition III Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 7 contracts
Samples: Underwriting Agreement (AIM ImmunoTech Inc.), Underwriter’s Warrant Agreement (InspireMD, Inc.), Representative’s Warrant Agreement (ShiftPixy, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 6 contracts
Samples: Warrant Agreement (U.S. Rare Earths, Inc), Underwriting Agreement (Ventrus Biosciences Inc), Underwriting Agreement (Ventrus Biosciences Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Common Shares other than a change covered by Section 6.1.1 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Common Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Common Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Common Shares covered by Section 6.1.1 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.
Appears in 6 contracts
Samples: Purchase Option Agreement (FMG Acquisition Corp), Purchase Option Agreement (International Brands Management Group LTD), Purchase Option Agreement (International Brands Management Group LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of the Company’s common stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of the Company’s common stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company’s common stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of the Company’s common stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 6 contracts
Samples: Purchase Warrant Agreement (Microlin Bio, Inc.), Underwriting Agreement (Biocept Inc), Representative’s Warrant Agreement (Ruthigen, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Common Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 6 contracts
Samples: Purchase Warrant Agreement (rYojbaba Co., Ltd.), Purchase Warrant Agreement (rYojbaba Co., Ltd.), Purchase Warrant Agreement (Libera Gaming Operations, Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares or a variation of share capital of the Company, other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this for which such Purchase Warrant might have been exercised immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 6 contracts
Samples: Warrant Agreement (Janover Inc.), Underwriting Agreement (Janover Inc.), Warrant Agreement (Janover Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 6 contracts
Samples: Purchase Option Agreement (S.E. Asia Emerging Market Company., LTD), Purchase Option Agreement (S.E. Asia Emerging Market Company., LTD), Purchase Option Agreement (Australia Acquisition Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesthe Common Stock, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company Common Stock obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares the Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 6 contracts
Samples: Purchase Warrant Agreement (Nano Nuclear Energy Inc.), Purchase Warrant Agreement (Nano Nuclear Energy Inc.), Purchase Warrant Agreement (Nano Nuclear Energy Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a merger or consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder (as adjusted pursuant to this Section 6.1.3) immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 6 contracts
Samples: Underwriting Agreement (Silo Pharma, Inc.), Underwriting Agreement (Silo Pharma, Inc.), Representative's Warrant (Silo Pharma, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 6 contracts
Samples: Underwriting Agreement (Ceres, Inc.), Underwriting Agreement (Ceres, Inc.), Placement Agent Warrant Agreement (Neuralstem, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable issuable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 5 contracts
Samples: Underwriting Agreement (Longeveron LLC), Representative’s Warrant Agreement (Longeveron LLC), Purchase Warrant Agreement (Longeveron Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 6.1.1, 6.1.2 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.16.1.4. The provisions of this Section 6.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Purchase Option Agreement (Apex Bioventures Acquisition Corp), Purchase Option Agreement (Advanced Technology Acquisition Corp.), Purchase Option Agreement (Advanced Technology Acquisition Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 Sections 5.1.1 or 6.1.2 5.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 Sections 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3 and this Section 6.15.1.4. The provisions of this Section 5.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.
Appears in 5 contracts
Samples: Loan and Option Agreement (Long Blockchain Corp.), Warrant Agreement (Long Blockchain Corp.), Warrant Agreement (Court Cavendish LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Ordinary Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 5 contracts
Samples: Underwriting Agreement (T20 Holdings Ltd.), Underwriting Agreement (T20 Holdings Ltd.), Underwriting Agreement (T20 Holdings Pte. Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of the Company’s common stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of the Company’s common stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company Company’s common stock obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of the Company’s common stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 5 contracts
Samples: Underwriting Agreement (Intellicheck Mobilisa, Inc.), Underwriting Agreement (Intellicheck Mobilisa, Inc.), Underwriting Agreement (Sorrento Therapeutics, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.
Appears in 5 contracts
Samples: Unit Purchase Option Agreement (SMG Indium Resources Ltd.), Unit Purchase Option Agreement (SMG Indium Resources Ltd.), Unit Purchase Option Agreement (SMG Indium Resources Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 5 contracts
Samples: Underwriting Agreement (SMX (Security Matters) Public LTD Co), Underwriting Agreement (SMX (Security Matters) Public LTD Co), Underwriting Agreement (SMX (Security Matters) Public LTD Co)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Purchase Option Agreement (Rosetta Genomics Ltd.), Purchase Option Agreement (Rosetta Genomics Ltd.), Purchase Option Agreement (Rosetta Genomics Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Rights and Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 4 contracts
Samples: Purchase Option Agreement (Arowana Inc.), Purchase Option Agreement (Arowana Inc.), Purchase Option Agreement (CB Pharma Acquisition Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 4 contracts
Samples: Underwriting Agreement (Scopus BioPharma Inc.), Purchase Option Agreement (AeroClean Technologies, LLC), Purchase Option Agreement (Scopus BioPharma Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.16.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 4 contracts
Samples: Representative’s Warrant Agreement (Manhattan Bridge Capital, Inc), Warrant Agreement (Manhattan Bridge Capital, Inc), Purchase Warrant Agreement (Manhattan Bridge Capital, Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.1, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.1.
Appears in 4 contracts
Samples: Purchase Option Agreement (Huiheng Medical, Inc.), Purchase Option Agreement (Gurunet Corp), Purchase Option Agreement (Huiheng Medical, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an in its entirety or substantially as an in its entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 4 contracts
Samples: Purchase Option Agreement (Asia Special Situation Acquisition Corp), Purchase Option Agreement (Asia Special Situation Acquisition Corp), Purchase Option Agreement (Asia Special Situation Acquisition Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesthe Common Stock, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 4 contracts
Samples: Purchase Warrant (Odyssey Group International, Inc.), Purchase Warrant (Odyssey Health, Inc.), Underwriting Agreement (Obalon Therapeutics Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamationmerger, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Underwriting Agreement (SeqLL, Inc.), Underwriting Agreement (Guardion Health Sciences, Inc.), Underwriting Agreement (YayYo, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation company and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.16.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Serve Robotics Inc. /DE/), Underwriting Agreement (Wearable Devices Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Company Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such the Company Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Company Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares ordinary share of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in the number of Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Underwriting Agreement (Sentage Holdings Inc.), Underwriting Agreement (Sentage Holdings Inc.), Underwriting Agreement (Goxus, Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of the Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of the Common Stock, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of the Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a the Holder of the number of the Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of the Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Representative's Warrant (Signing Day Sports, Inc.), Underwriting Agreement (Signing Day Sports, Inc.), Purchase Warrant Agreement (Signing Day Sports, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Common Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Common Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Underwriter’s Warrant Agreement (XORTX Therapeutics Inc.), Underwriter’s Warrant Agreement (XORTX Therapeutics Inc.), Underwriter’s Warrant Agreement (XORTX Therapeutics Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Warrant Agreement (Distoken Acquisition Corp), Warrant Agreement (Distoken Acquisition Corp), Warrant Agreement (Distoken Acquisition Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate applicable Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Underwriting Agreement (Mapi - Pharma LTD), Underwriting Agreement (Alcobra Ltd.), Purchase Warrant Agreement (Alcobra Ltd.)
Replacement of Securities upon Reorganization, etc. In Subject to the provisions of Section 6.3 below, in case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Underwriting Agreement (BioRestorative Therapies, Inc.), Underwriting Agreement (BioRestorative Therapies, Inc.), Underwriting Agreement (BioRestorative Therapies, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an in its entirety or substantially as an in its entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Purchase Warrant Agreement (IM Cannabis Corp.), Purchase Warrant Agreement (ShiftPixy, Inc.), Purchase Warrant Agreement (American Battery Metals Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Selling Agent Agreement (Alliance MMA, Inc.), Selling Agent’s Warrant Agreement (Alliance MMA, Inc.), Selling Agent’s Warrant Agreement (Alliance MMA, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation or merger of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation or merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.1 and 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Purchase Warrant Agreement (IntelGenx Technologies Corp.), Purchase Warrant Agreement (Autonomix Medical, Inc.), Purchase Warrant Agreement (Mivium, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Purchase Option Agreement (GEF Acquisition Corp), Purchase Option Agreement (GEF Acquisition Corp), Purchase Option Agreement (Nagao Group Holdings LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Buyout and Release Agreement (Kingsway Financial Services Inc), Buyout and Release Agreement (1347 Property Insurance Holdings, Inc.), Purchase Warrant (1347 Property Insurance Holdings, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares or a variation of share capital of the Company, other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Underwriting Agreement (Glucose Health, Inc.), Representative’s Warrant Agreement (Castellum, Inc.), Representative’s Warrant Agreement (Onfolio Holdings, Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Underwriting Agreement (Acasti Pharma Inc.), Underwriting Agreement (Acasti Pharma Inc.), Underwriter’s Warrant Agreement (Acasti Pharma Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Units (or Component Securities) other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such SharesUnits (or Component Securities), or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesUnits (or Component Securities)), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares Units (or Component Securities) of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares Units (or Component Securities) covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Purchase Warrant Agreement (Eastside Distilling, Inc.), Purchase Warrant Agreement (Eastside Distilling, Inc.), Purchase Warrant (Eastside Distilling, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, Ordinary Share or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Ordinary Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Purchase Option Agreement (Infinity Cross Border Acquisition Corp), Purchase Option Agreement (Infinity Cross Border Acquisition Corp), Purchase Option Agreement (Infinity Cross Border Acquisition Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of the Company Common Stock obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares the number of shares of Common Stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.
Appears in 3 contracts
Samples: Underwriter’s Warrant Agreement (SONDORS Inc.), Representative’s Warrant Agreement (SONDORS Inc.), Representative Warrant Agreement (NutriBand Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Ordinary Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Ordinary Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock Ordinary Shares or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 3 contracts
Samples: Warrant Agreement (GoodFaith Technology Inc.), Underwriter’s Warrant Agreement (Medlab Clinical Ltd.), Underwriter’s Warrant Agreement (Medlab Clinical Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Series A Preferred Stock or Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such SharesSeries A Preferred Stock or Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesSeries A Preferred Stock or Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant and conversion of the underlying Series A Preferred Stock and exercise of the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares Series A Preferred Stock or Common Stock covered by Section 6.1.1 6.1.2 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.
Appears in 2 contracts
Samples: Warrant Agreement (Airborne Wireless Network), Warrant Agreement (Airborne Wireless Network)
Replacement of Securities upon Reorganization, etc. In the case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section Sections 6.1.1 above or 6.1.2 hereof or a change that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2above, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.1 above and this Section 6.1.
Appears in 2 contracts
Samples: Warrant Agreement (Chisen Electric Corp), Warrant Agreement (Chisen Electric Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this (including those represented by ADSs) for which such Purchase Warrant might have been exercised immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 2 contracts
Samples: Representative’s Warrant Agreement (RanMarine Technology B.V.), Purchase Warrant Agreement (TC BioPharm (Holdings) PLC)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 7.1.1 or 6.1.2 Section 7.1.2 hereof or that solely affects the par nominal value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 7.1.1 or 6.1.2Section 7.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Section 7.1.1, 6.1.2 Section 7.1.2 and this Section 6.17.1.3. The provisions of this Section 7.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (Check-Cap LTD), Underwriting Agreement (Check-Cap LTD)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock (other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock), or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and . The provisions of this Section 6.16.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Purchase Option Agreement (Video Network Communications Inc), Purchase Option Agreement (Tii Industries Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.16.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (Digital Brands Group, Inc.), Underwriting Agreement (Glimpse Group, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; Option and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.the underlying
Appears in 2 contracts
Samples: Purchase Option Agreement (Israel Technology Acquisition Corp.), Purchase Option Agreement (Israel Technology Acquisition Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Unit Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Unit Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company Warrant Units obtainable upon exercise of this Purchase Unit Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 2 contracts
Samples: Underwriter's Warrant (Frankly Inc), Underwriter's Warrant (Frankly Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the issued and outstanding Shares or a variation of share capital of the Company, other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the issued and outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this for which such Purchase Warrant might have been exercised immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 2 contracts
Samples: Underwriting Agreement (Concorde International Group Ltd.), Underwriting Agreement (Concorde International Group Ltd.)
Replacement of Securities upon Reorganization, etc. In the case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section Sections 6.1.1 above or 6.1.2 hereof or a change that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2above, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.1 above and this Section 6.1.
Appears in 2 contracts
Samples: Underwriting Agreement (D. Medical Industries Ltd.), Purchase Option Agreement (D. Medical Industries Ltd.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 5.1.1 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety entirely or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamationmerger, or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2, 5.1.3, and this Section 6.15.1.4. The provisions of this Section 5.1.4 shall similarly apply to successive reclassifications, reorganizations, mergers or consolidations, sales, or other transfers.
Appears in 2 contracts
Samples: Warrant Agreement (Rita Medical Systems Inc), Warrant Agreement (Rita Medical Systems Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.such
Appears in 2 contracts
Samples: Purchase Option Agreement (China Healthcare Acquisition Corp.), Purchase Option Agreement (Manhattan Maritime Enterprises, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 Section 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction reorganization or merger or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolvedentirety, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction reconstruction, merger or amalgamation, or consolidation, or upon a dissolution following any such asset or property sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.2Section 5.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Section 5.1.1, 6.1.2 and Section 5.1.2 or this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, mergers or amalgamations, or consolidations, sales or other transfers.
Appears in 2 contracts
Samples: Underwriting Agreement (BG Staffing, Inc.), Underwriting Agreement (Air Industries Group)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamationmerger, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 2 contracts
Samples: Purchase Warrant (Digital Cinema Destinations Corp.), Purchase Warrant (Digital Cinema Destinations Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesthe shares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares)shares of Common Stock, or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Placement Agent’s Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Placement Agent’s Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Placement Agent’s Warrant immediately prior to such event; and if any reclassification also results in a change in Shares the number of shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 2 contracts
Samples: Placement Agency Agreement (Addentax Group Corp.), Placement Agency Agreement (Greenpro Capital Corp.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder Holders of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder Holders of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option, the underlying Warrants and the underlying Rights immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 2 contracts
Samples: Purchase Option Agreement (I-Am CAPITAL ACQUISITION Co), Purchase Option Agreement (I-Am CAPITAL ACQUISITION Co)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Common Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Common Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Common Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Common Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Common Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.16.
Appears in 2 contracts
Samples: Warrant Agreement (Cpi Aerostructures Inc), Warrant Agreement (Cpi Aerostructures Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.16.
Appears in 2 contracts
Samples: Purchase Option Agreement (Inter-Atlantic Financial, Inc.), Purchase Option Agreement (Inter-Atlantic Financial, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding ADSs or Ordinary Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such ADS or Ordinary Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares)ADSs, or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Underwriter’s Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Underwriter’s Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of ADSs or Ordinary Shares of the Company obtainable upon exercise of this Purchase Underwriter’s Warrant immediately prior to such event; and if any reclassification also results in a change in the number of ADSs or Ordinary Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 2 contracts
Samples: Underwriting Agreement (Hailiang Education Group Inc.), Underwriting Agreement (Hailiang Education Group Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 6.1.3 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.16.
Appears in 2 contracts
Samples: Purchase Option Agreement (Granahan McCourt Acquisition CORP), Purchase Option Agreement (Granahan McCourt Acquisition CORP)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.to
Appears in 2 contracts
Samples: Purchase Option Agreement (KBL Healthcare Acquisition Corp. II), Purchase Option Agreement (KBL Healthcare Acquisition Corp. II)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Series B Preferred Stock or Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such SharesSeries B Preferred Stock or Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesSeries B Preferred Stock or Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant and conversion of the underlying Series B Preferred Stock and exercise of the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares Series B Preferred Stock or Common Stock covered by Section 6.1.1 6.1.2 or 6.1.26.1.3, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.1.
Appears in 1 contract
Samples: Warrant Agreement (AMEDICA Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation or other entity (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 1 contract
Samples: Representative’s Warrant Agreement (AzurRx BioPharma, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 Section 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction reorganization or amalgamation or consolidation or share exchange of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.2Section 5.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Section 5.1.1, 6.1.2 Section 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.1.5.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers. 5.1.4
Appears in 1 contract
Samples: Buyout Agreement
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such SharesCommon Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Warrants immediately prior to such event; and if any reclassification also results in a change in Shares Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 1 contract
Samples: Purchase Warrant (Us Geothermal Inc)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2Section 6.1.2 , then such adjustment shall be made pursuant to Sections 6.1.1Section 6.1.1 , Section 6.1.2 and this Section 6.16.1.3 . The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Representative’s Option Agreement (CNS Response, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Sharesshares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation or entity (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Representative’s Warrant Agreement (IEG Holdings Corp)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such SharesCommon Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding SharesCommon Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant Option and the underlying Rights and Warrants immediately prior to such event; and if any reclassification also results in a change in Shares Common Stock covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or Section 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or Section 6.1.2, then such adjustment shall be made pursuant to Sections Section 6.1.1, Section 6.1.2 and this Section 6.16.1.3. The provisions of this Section 6.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Representative’s Option Agreement (CNS Response, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamationmerger, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share reconstructions or mergers, or consolidations, sales or other transfers.
Appears in 1 contract
Samples: Common Share Purchase Warrant (bioAffinity Technologies, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 or 6.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.1.,
Appears in 1 contract
Samples: Representative’s Warrant Agreement (Stran & Company, Inc.)
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 and this Section 6.16.1.2, 6.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares other than a change covered by Section 6.1.1 5.1.1 or 6.1.2 5.1.2 hereof or that solely affects the par value of such Shares, or in the case of any share reconstruction recapitalization or amalgamation or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction recapitalization or amalgamation in which the Company is the continuing corporation and that does not result in any reclassification or reorganization of the outstanding Shares), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction recapitalization or amalgamation, or consolidation, or upon a dissolution following any such sale or transfer, by a Holder of the number of Shares of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares covered by Section 6.1.1 5.1.1 or 6.1.25.1.2, then such adjustment shall be made pursuant to Sections 6.1.15.1.1, 6.1.2 5.1.2 and this Section 6.15.1.3. The provisions of this Section 5.1.3 shall similarly apply to successive reclassifications, reorganizations, share recapitalizations or amalgamations, or consolidations, sales or other transfers.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In ---------------------------------------------------- case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section Sections 6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.2, 6.1.3 and this Section 6.16.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Preferred Stock other than a change covered by Section 6.1.1 or 6.1.2 hereof or that which solely affects the par value of such Sharesshares of Preferred Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Preferred Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant Option shall have the right thereafter (until the expiration of the right of exercise of this Purchase WarrantOption) to receive upon the exercise hereof, for the same aggregate Preferred Stock Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of the Company obtainable Preferred Stock issuable upon exercise of this Purchase Warrant Option immediately prior to such event; and if any reclassification also results in a change in Shares shares of Preferred Stock covered by Section Section
6.1.1 or 6.1.2, then such adjustment shall be made pursuant to Sections 6.1.1, 6.1.2 6.1.3 and this Section 6.16.
Appears in 1 contract
Replacement of Securities upon Reorganization, etc. In case of any reclassification or reorganization of the outstanding Shares shares of Common Stock other than a change covered by Section 6.1.1 7.1.1 or 6.1.2 Section 7.1.2 hereof or that which solely affects the par value of such Sharesshares of Common Stock, or in the case of any share reconstruction or amalgamation merger or consolidation of the Company with or into another corporation (other than a consolidation or share reconstruction or amalgamation merger in which the Company is the continuing corporation and that which does not result in any reclassification or reorganization of the outstanding Sharesshares of Common Stock), or in the case of any sale or conveyance to another corporation or entity of the property of the Company as an entirety or substantially as an entirety in connection with which the Company is dissolved, the Holder of this Purchase Warrant shall have the right thereafter (until the expiration of the right of exercise of this Purchase Warrant) to receive upon the exercise hereof, for the same aggregate Exercise Price payable hereunder immediately prior to such event, the kind and amount of shares of stock or other securities or property (including cash) receivable upon such reclassification, reorganization, share reconstruction or amalgamation, merger or consolidation, or upon a dissolution following any such sale or other transfer, by a Holder of the number of Shares shares of Common Stock of the Company obtainable upon exercise of this Purchase Warrant immediately prior to such event; and if any reclassification also results in a change in Shares shares of Common Stock covered by Section 6.1.1 Sections 7.1.1 or 6.1.27.1.2, then such adjustment shall be made pursuant to Sections 6.1.1Sections
7.1.1 7.1.2, 6.1.2 7.1.3 and this Section 6.17.
Appears in 1 contract
Samples: Warrant Agreement (American Biogenetic Sciences Inc)
