Common use of Replacement of Securities Clause in Contracts

Replacement of Securities. If any certificate or instrument evidencing any Securities or Derivative Shares is mutilated, lost, stolen or destroyed, the Company may issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent for any losses in connection therewith or, if required by the Transfer Agent, a bond in such form and amount as is required by the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative Shares. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Avalo Therapeutics, Inc.), Securities Purchase Agreement (Cogent Biosciences, Inc.)

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Replacement of Securities. If any certificate or instrument evidencing any Securities or Derivative Shares is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and and, as applicable, the Transfer Agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and and, as applicable, the Transfer Agent for any losses in connection therewith or, if required by the Transfer Agent, a bond in such form and amount as is required by the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative SharesSecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Baxano Surgical, Inc.), Securities Purchase Agreement (Baxano Surgical, Inc.)

Replacement of Securities. If the Securities are certificated and any certificate or instrument evidencing any Securities or Derivative Shares is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent Company’s transfer agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent Company’s transfer agent for any losses in connection therewith or, if required by the Transfer Agenttransfer agent, a bond in such form and amount as is required by the Transfer Agenttransfer agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative SharesSecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Orgenesis Inc.)

Replacement of Securities. If any certificate or instrument evidencing any Securities Shares, Warrants or Derivative Warrant Shares is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent for any losses in connection therewith or, if required by the Transfer Agent, a bond in such form and amount as is required by the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative Shares. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Magnum Hunter Resources Corp)

Replacement of Securities. If any certificate or instrument evidencing any Securities or Derivative Shares is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and and, if reasonably requested by the Company, an agreement to indemnify and hold harmless the Company and the Transfer Agent for any losses in connection therewith or, if required by the Transfer Agent, a bond in such form and amount as is reasonably required by the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative SharesSecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Castle Brands Inc)

Replacement of Securities. If any certificate or instrument evidencing any Securities or Derivative Shares is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and and, if applicable, the Transfer Agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and and, if applicable, the Transfer Agent for any losses in connection therewith or, if required by the Transfer Agent, a bond in such form and amount as is required by the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative SharesSecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Mri Interventions, Inc.)

Replacement of Securities. If any certificate or instrument evidencing any Securities Purchased Shares or Derivative Warrant Shares is are mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent for any losses in connection therewith or, if required by the Transfer Agent, a bond in such form and amount as is required by the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities Purchased Shares or Derivative Warrant Shares. If a replacement certificate or instrument evidencing any Securities Purchased Shares or Derivative Warrant Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Kymera Therapeutics, Inc.)

Replacement of Securities. If the Securities are issued in certificated form, then any certificate or instrument evidencing any the Securities or Derivative Shares is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent its transfer agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent transfer agent for any losses in connection therewith or, if required by the Transfer Agenttransfer agent, a bond in such form and amount as is required by the Transfer Agenttransfer agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative Sharessecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares securities is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Subscription Agreement (Blue Star Foods Corp.)

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Replacement of Securities. If any certificate or instrument evidencing any Securities or Derivative Shares is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent transfer agent for such Securities of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent any such transfer agent for any losses in connection therewith or, if required by the Transfer Agentany transfer agent, a bond in such form and amount as is reasonably required by the Transfer Agentsuch transfer agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative SharesSecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Nephros Inc)

Replacement of Securities. If any certificate or instrument evidencing any Securities or Derivative Shares or, if applicable, any Adjustment Securities is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent for any losses in connection therewith or, if required by the Transfer Agent, a bond in such form and amount as is reasonably required by the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative Sharessecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares or, if applicable, any replacement securities is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Tablemax Corp)

Replacement of Securities. If any certificate or instrument evidencing any Securities or Derivative Shares Securities, if applicable, is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent Agent, as applicable, of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent for any losses in connection therewith or, if required by the Transfer Agent, a bond in such form and amount as is required by the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative SharesSecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ventyx Biosciences, Inc.)

Replacement of Securities. If any certificate or instrument evidencing any Securities or Derivative Shares is mutilated, lost, stolen or destroyed, the Company may shall issue or cause to be issued in exchange and substitution for and upon cancellation thereof, or in lieu of and substitution therefor, a new certificate or instrument, but only upon receipt of evidence reasonably satisfactory to the Company and the Transfer Agent of such loss, theft or destruction and the execution by the holder thereof of a customary lost certificate affidavit of that fact and an agreement to indemnify and hold harmless the Company and the Transfer Agent for any losses in connection therewith or, if required by the Company or the Transfer Agent, a bond in such form and amount as is required by the Company or the Transfer Agent. The applicants for a new certificate or instrument under such circumstances shall also pay any reasonable third-party costs associated with the issuance of such replacement Securities or Derivative SharesSecurities. If a replacement certificate or instrument evidencing any Securities or Derivative Shares is requested due to a mutilation thereof, the Company may require delivery of such mutilated certificate or instrument as a condition precedent to any issuance of a replacement.

Appears in 1 contract

Samples: Securities Purchase Agreement (Transgenomic Inc)

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