Selling Agent’s Warrants. The Company hereby agrees to issue to the Selling Agent (and/or its designees) warrants (the "Selling Agent's Warrants") to purchase a number of shares of the Preferred Stock equal to 4.50% of the total number of Shares sold in the Offering. A Selling Agent's Warrant will be issued on each Closing Date with respect to the Shares sold in that Closing. Each Selling Agent's Warrant agreement, in the form attached hereto as Exhibit A (the "Selling Agent's Warrant Agreement"), shall be exercisable, in whole or in part, commencing on the date that is six (6) months following the Closing Date of the Closing with respect to which the Selling Agent's Warrant is issued and shall expire on the three-year anniversary of the date of its issuance, at an initial exercise price of $12.50 per share, which is equal to 125% of the Purchase Price of the Shares. The Selling Agent's Warrants shall not be redeemable. The Selling Agent's Warrants and the shares of Preferred Stock underlying the Selling Agent's Warrants have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to Rule 5110(e)(1) of FINRA. The Selling Agent, or permitted assignees under such rule, may not exercise, sell, transfer, assign, pledge, or hypothecate the Selling Agent's Warrants or the shares of Preferred Stock underlying the Selling Agent's Warrants (such shares, the "Warrant Shares"), nor will the Selling Agent or permitted assignees engage in any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Selling Agent's Warrants or the underlying shares for a period of 180 days from commencement of sales in the Offering, except that they may be transferred, in whole or in part, by operation of law or by reason of our reorganization, or to any selling agent or selected dealer participating in the offering and their officers, partners or registered representatives if the Selling Agent's Warrant or the Warrant Shares so transferred remain subject to the foregoing lock-up restrictions for the remainder of the time period. The Selling Agent's Warrants will provide for adjustment in the number and price of such warrants (and the shares of Preferred Stock underlying such warrants) to prevent dilution in the event of a stock dividend, stock split or other reclassification of the Preferred Stock and certain registration rights.
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Samples: Selling Agency Agreement (IntelGenx Technologies Corp.), Selling Agency Agreement (IntelGenx Technologies Corp.)
Selling Agent’s Warrants. The Company hereby agrees to issue to the Selling Agent Agents (and/or its their designees) warrants (the "Selling Agent's Warrants") a warrant to purchase a number of shares of the Preferred Stock Units equal to 4.505.0% of the total number of Shares Units sold in the Offering. A Selling Agent's Warrant will be issued Offering on each a Closing Date with respect to for the Shares sold in that ClosingUnits (“Selling Agents’ Warrant”). Each The Selling Agent's Agents’ Warrant agreement, in the form attached hereto as Exhibit A (the "“Selling Agent's Agents’ Warrant Agreement"”), shall be exercisable, in whole or in part, commencing on the issuance date that is six (6) months following the Closing Date of the Closing with respect to which the Selling Agent's Warrant is issued and shall expire expiring on the threefive-year anniversary of the date of its issuancecommencement of sales in the Offering, at an initial exercise price of $12.50 4.375 per share, which is equal to 125% of the Purchase Price of the SharesUnits. The Selling Agent's Warrants Agents’ Warrant shall not be redeemable. The Selling Agent's Warrants Agents’ Warrant and the shares of Preferred Stock Securities underlying the Selling Agent's Warrants Agents’ Warrant have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to Rule 5110(e)(1) of FINRA. The Selling AgentAgents, or permitted assignees under such rule, may not exercise, sell, transfer, assign, pledge, or hypothecate the Selling Agent's Agents’ Warrants or the shares of Preferred Stock Securities underlying the Selling Agent's Agents’ Warrants (such sharesSecurities, the "“Warrant Shares"Securities”), nor will the Selling Agent Agents or permitted assignees engage in any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Selling Agent's Agents’ Warrants or the underlying shares Securities for a period of 180 days from commencement of sales in the Offering, except that they may be transferred, in whole or in part, by operation of law or by reason of our reorganization, or to any selling agent or selected dealer participating in the offering Offering and their officers, partners or registered representatives if the Selling Agent's Agents’ Warrant or the Warrant Shares Securities so transferred remain subject to the foregoing lock-up restrictions for the remainder of the time period. The Selling Agent's Warrants Agents’ Warrant will provide for adjustment in the number and price of such warrants (and the shares of Preferred Stock Securities underlying such warrants) to prevent dilution in the event of a stock dividend, stock split or other reclassification of the Preferred Common Stock and certain registration rights.
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Selling Agent’s Warrants. The Company hereby agrees to issue to the Selling Agent (and/or its designees) warrants (the "Selling Agent's Warrants") a warrant to purchase a number of shares of the Preferred Common Stock equal to 4.502.30% of the total number of Shares sold in the Offering. A Offering on a Closing Date for the Shares (“Selling Agent's Warrant will be issued on each Closing Date with respect to the Shares sold in that Closing’s Warrant”). Each The Selling Agent's ’s Warrant agreement, in the form attached hereto as Exhibit A (the "“Selling Agent's ’s Warrant Agreement"”), shall be exercisable, in whole or in part, commencing on the date that is six (6) months following the Closing Date of the Closing with respect to which closing of the Selling Agent's Warrant is issued Offering and shall expire expiring on the threefive-year anniversary of the date of its issuancecommencement of sales in the Offering, at an initial exercise price of $12.50 7.50 per share, which is equal to 125% of the Purchase Price of the Shares. The Selling Agent's Warrants ’s Warrant shall not be redeemable. The Selling Agent's Warrants ’s Warrant and the shares of Preferred Common Stock underlying the Selling Agent's Warrants ’s Warrant have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to Rule 5110(e)(1) of FINRA. The Selling Agentselling agent, or permitted assignees under such rule, may not exercise, sell, transfer, assign, pledge, or hypothecate the Selling Agent's ’s Warrants or the shares of Preferred Common Stock underlying the Selling Agent's ’s Warrants (such shares, the "“Warrant Shares"”), nor will the Selling Agent selling agent or permitted assignees engage in any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Selling Agent's ’s Warrants or the underlying shares for a period of 180 days from commencement of sales in the Offering, except that they may be transferred, in whole or in part, by operation of law or by reason of our reorganization, or to any selling agent or selected dealer participating in the offering and their officers, partners or registered representatives if the Selling Agent's ’s Warrant or the Warrant Shares so transferred remain subject to the foregoing lock-up restrictions for the remainder of the time period. The Selling Agent's Warrants ’s Warrant will provide for adjustment in the number and price of such warrants (and the shares of Preferred Common Stock underlying such warrants) to prevent dilution in the event of a stock dividend, stock split or other reclassification of the Preferred Common Stock and certain registration rights.
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Selling Agent’s Warrants. The Company hereby agrees to issue to the Selling Agent (and/or its designees) warrants a warrant (the "Selling Agent's WarrantsWarrant") to purchase a number of shares of Shares (such Shares, the Preferred Stock "Warrant Shares") equal to 4.501.0% of the total number of Shares sold in the Offering. A Selling Agent's Warrant will be issued on each Closing Date with respect to the Shares sold in that Closing. Each The Selling Agent's Warrant agreement, in the form attached hereto as Exhibit A (the "Selling Agent's Warrant Agreement"), shall be exercisable, in whole or in part, commencing on the issuance date that is six (6) months following the Closing Date of the Closing with respect to which the Selling Agent's Warrant is issued and shall expire expiring on the threefive-year anniversary of the date of its issuancecommencement of sales in the Offering, at an initial exercise price of $12.50 3.59 per shareWarrant Share, which is equal to 125100% of the Purchase Price of the Shares. The Selling Agent's Warrants Warrant shall not be redeemable. The Selling Agent's Warrants Warrant and the shares of Preferred Stock underlying the Selling Agent's Warrants Warrant Shares have been deemed compensation by FINRA the Financial Industry Regulatory Authority, Inc. ("FINRA") and are therefore subject to a 180-day lock-up pursuant to Rule 5110(e)(1) of FINRA. The Selling Agent, or permitted assignees under such rule, may not exercise, sell, transfer, assign, pledge, or hypothecate the Selling Agent's Warrants or the shares of Preferred Stock underlying the Selling Agent's Warrants (such shares, the "Warrant Shares"), nor will the Selling Agent or permitted assignees engage in any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Selling Agent's Warrants or the underlying shares Warrant Shares for a period of 180 days from commencement of sales in the Offering, except that they may be transferred, in whole or in part, by operation of law or by reason of our reorganizationa reorganization of the Selling Agent, or to any selling agent or selected dealer participating in the offering Offering, and their officers, partners or registered representatives representatives, if the Selling Agent's Warrant or the Warrant Shares so transferred remain subject to the foregoing lock-up restrictions for the remainder of the time period. The Selling Agent's Warrants Warrant will provide for adjustment in the number and price of such warrants (and the shares of Preferred Stock underlying such warrantsWarrant Shares) to prevent dilution in the event of a stock dividend, stock split or other reclassification of the Preferred Common Stock and certain registration rights.
Appears in 1 contract
Samples: Selling Agency Agreement (Starfighters Space, Inc.)
Selling Agent’s Warrants. The On each Closing, the Company hereby agrees to will issue to the Selling Agent (and/or its designeesdesignee) warrants (the "Selling Agent's Warrants") to purchase a that number of shares of Common Stock equal to five percent (5%) of the shares of Common Stock underlying the Preferred Stock equal issued and sold by the Company on such Closing at Closing and each Subsequent Closing (adjusted upward to 4.50% of the total number of Shares sold in nearest whole share) (the Offering. A “Selling Agent's Warrant will be issued on each Closing Date with respect to the Shares sold in that Closing. Each Selling Agent's Warrant agreement, in the form attached hereto as Exhibit A (the "Selling Agent's Warrant Agreement"’s Warrants”), shall be exercisable, in whole or in part, commencing on the date that is six (6) months following the Closing Date of the Closing with respect to which the Selling Agent's Warrant is issued and shall expire on the three-year anniversary of the date of its issuance, at an initial exercise price of $12.50 per share, which is equal to 125% of the Purchase Price of the Shares. The Selling Agent's ’s Warrants shall not be redeemablein the form of Exhibit A attached hereto. The Selling Agent's ’s Warrants and the shares of Preferred Stock underlying the Selling Agent's Warrants shall have been deemed compensation by FINRA and are therefore subject an exercise price per share equal to a 180-day lock-up pursuant to Rule 5110(e)(1one hundred twenty percent (120%) of FINRAthe price per Share as shown on the cover page of the Final Prospectus (as defined below). The Selling Agent, or permitted assignees under such rule, may ’s Warrants will be exercisable for a term of five years beginning on the Effective Date (as defined below). The Selling Agent understands and agrees that there are significant restrictions pursuant to Financial Industry Regulatory Authority (“FINRA”) Rule 5110 against transferring the Selling Agent’s Warrants and the underlying shares of Common Stock during the one hundred eighty (180) days after the Effective Date and by its acceptance thereof shall agree that it will not exercise, sell, transfer, assign, pledge, pledge or hypothecate the Selling Agent's Warrants ’s Warrants, or any portion thereof, or be the shares subject of Preferred Stock underlying the Selling Agent's Warrants (such shares, the "Warrant Shares"), nor will the Selling Agent or permitted assignees engage in any hedging, short sale, derivative, put, put or call transaction that would result in the effective economic disposition of the Selling Agent's Warrants or the underlying shares such securities for a period of 180 one hundred eighty (180) days from commencement of sales in following the Offering, except that they may be transferred, in whole or in part, by operation of law or by reason of our reorganization, or Effective Date to any anyone other than (i) a selling agent or selected dealer participating Dealer in connection with the offering and their officers, partners contemplated hereby or registered representatives if (ii) a bona fide officer or partner of the Selling Agent's Warrant Agent or the Warrant Shares so transferred remain subject of any Selling Agent or Dealer; and only if any such transferee agrees to the foregoing lock-up restrictions for the remainder restrictions. Delivery of the time period. The Selling Agent's Warrants will provide for adjustment ’s Warrant Agreement shall be made on the Closing Date and shall be issued in the number name or names and price of in such warrants (and authorized denominations as the shares of Preferred Stock underlying such warrants) to prevent dilution in the event of a stock dividend, stock split or other reclassification of the Preferred Stock and certain registration rightsSelling Agent may request.
Appears in 1 contract
Samples: Selling Agency Agreement (Youngevity International, Inc.)
Selling Agent’s Warrants. The Company hereby agrees to issue to the Selling Agent (and/or its designees) warrants (the "Selling Agent's Warrants") a warrant to purchase a number of shares of the Preferred Stock Shares equal to 4.504.1% of the total number of our Shares sold in the Offering. A Offering on a Closing Date for the Shares (“Selling Agent's Warrant will be issued on each Closing Date with respect to the Shares sold in that Closing’s Warrant”). Each The Selling Agent's ’s Warrant agreement, in the form attached hereto as Exhibit A (the "“Selling Agent's ’s Warrant Agreement"”), shall be exercisable, in whole or in part, commencing on the date that is six (6) months following the Closing Date date of commencement of sales in the Closing with respect to which the Selling Agent's Warrant is issued Offering and shall expire expiring on the threefive-year anniversary of the date of its issuancecommencement of sales in the Offering, at an initial exercise price of $12.50 15.00 per share, which is equal to 125% of the Purchase Price of the Shares. The Selling Agent's Warrants ’s Warrant shall not be redeemable. The Selling Agent's ’s Warrants and the class A common shares of Preferred Stock underlying the Selling Agent's ’s Warrants have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to Rule 5110(e)(1) of FINRA. The Selling Agentselling agent, or permitted assignees under such rule, may not exercise, sell, transfer, assign, pledge, or hypothecate the Selling Agent's ’s Warrants or the class A common shares of Preferred Stock underlying the Selling Agent's ’s Warrants (such shares, the "“Warrant Shares"”), nor will the Selling Agent selling agent or permitted assignees engage in any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Selling Agent's ’s Warrants or the underlying shares for a period of 180 days from commencement of sales in the Offering, except that they may be transferred, in whole or in part, by operation of law or by reason of our reorganization, or to any selling agent or selected dealer participating in the offering and their officers, partners or registered representatives if the Selling Agent's Warrant ’s Warrants or the Warrant Shares so transferred remain subject to the foregoing lock-up restrictions for the remainder of the time period. The Selling Agent's ’s Warrants will provide for adjustment in the number and price of such warrants (and the class A common shares of Preferred Stock underlying such warrants) to prevent dilution in the event of a stock dividend, stock split or other reclassification of the Preferred Stock class A common shares. Delivery of the Selling Agent’s Warrant Agreement shall be made on a Closing Date and certain registration rightsshall be issued in the name or names and in such authorized denominations as the Selling Agent may request.
Appears in 1 contract
Samples: Selling Agent's Agreement (MDB Capital Holdings, LLC)
Selling Agent’s Warrants. The Company hereby agrees to issue to the Selling Agent (and/or its designees) warrants (the "Selling Agent's Warrants") a warrant to purchase a number of shares of the Preferred Common Stock equal to 4.507.0% of the total number of Shares sold in the Offering. A Offering on a Closing Date for the Shares (“Selling Agent's Warrant will be issued on each Closing Date with respect to the Shares sold in that Closing’s Warrant”). Each The Selling Agent's ’s Warrant agreement, in the form attached hereto as Exhibit A (the "“Selling Agent's ’s Warrant Agreement"”), shall be exercisable, in whole or in part, commencing on the date that is six (6) months following the Closing Date date of commencement of sales in the Closing with respect to which the Selling Agent's Warrant is issued Offering and shall expire expiring on the threefive-year anniversary of the date of its issuancecommencement of sales in the Offering, at an initial exercise price of $12.50 6.25 per share, which is equal to 125% of the Purchase Price of the Shares. The Selling Agent's Warrants ’s Warrant shall not be redeemable. The Selling Agent's Warrants ’s Warrant and the shares of Preferred Common Stock underlying the Selling Agent's Warrants ’s Warrant have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to Rule 5110(e)(1) of FINRA. The Selling Agentselling agent, or permitted assignees under such rule, may not exercise, sell, transfer, assign, pledge, or hypothecate the Selling Agent's ’s Warrants or the shares of Preferred Common Stock underlying the Selling Agent's ’s Warrants (such shares, the "“Warrant Shares"”), nor will the Selling Agent selling agent or permitted assignees engage in any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Selling Agent's ’s Warrants or the underlying shares for a period of 180 days from commencement of sales in the Offering, except that they may be transferred, in whole or in part, by operation of law or by reason of our reorganization, or to any selling agent or selected dealer participating in the offering and their officers, partners or registered representatives if the Selling Agent's ’s Warrant or the Warrant Shares so transferred remain subject to the foregoing lock-up restrictions for the remainder of the time period. The Selling Agent's Warrants ’s Warrant will provide for adjustment in the number and price of such warrants (and the shares of Preferred Common Stock underlying such warrants) to prevent dilution in the event of a stock dividend, stock split or other reclassification of the Preferred Common Stock and certain registration rights.
Appears in 1 contract
Selling Agent’s Warrants. The Company hereby agrees to issue to the Selling Agent (and/or its designees) warrants (the "Selling Agent's Warrants") a warrant to purchase a number of shares of the Preferred Stock Shares equal to 4.501.00% of the total number of our Shares sold in the Offering. A Offering on a Closing Date for the Shares (“Selling Agent's Warrant will be issued on each Closing Date with respect to the Shares sold in that Closing’s Warrant”). Each The Selling Agent's ’s Warrant agreement, in the form attached hereto as Exhibit A (the "“Selling Agent's ’s Warrant Agreement"”), shall be exercisable, in whole or in part, commencing on the date that is six (6) months following the Closing Date date of commencement of sales in the Closing with respect to which the Selling Agent's Warrant is issued Offering and shall expire expiring on the threefive-year anniversary of the date of its issuancecommencement of sales in the Offering, at an initial exercise price of $12.50 15.00 per share, which is equal to 125% of the Purchase Price of the Shares. The Selling Agent's Warrants ’s Warrant shall not be redeemable. The Selling Agent's ’s Warrants and the class A common shares of Preferred Stock underlying the Selling Agent's ’s Warrants have been deemed compensation by FINRA and are therefore subject to a 180-day lock-up pursuant to Rule 5110(e)(1) of FINRA. The Selling Agentselling agent, or permitted assignees under such rule, may not exercise, sell, transfer, assign, pledge, or hypothecate the Selling Agent's ’s Warrants or the class A common shares of Preferred Stock underlying the Selling Agent's ’s Warrants (such shares, the "“Warrant Shares"”), nor will the Selling Agent selling agent or permitted assignees engage in any hedging, short sale, derivative, put, or call transaction that would result in the effective economic disposition of the Selling Agent's ’s Warrants or the underlying shares for a period of 180 days from commencement of sales in the Offering, except that they may be transferred, in whole or in part, by operation of law or by reason of our reorganization, or to any selling agent or selected dealer participating in the offering and their officers, partners or registered representatives if the Selling Agent's Warrant ’s Warrants or the Warrant Shares so transferred remain subject to the foregoing lock-up restrictions for the remainder of the time period. The Selling Agent's ’s Warrants will provide for adjustment in the number and price of such warrants (and the class A common shares of Preferred Stock underlying such warrants) to prevent dilution in the event of a stock dividend, stock split or other reclassification of the Preferred Stock class A common shares. Delivery of the Selling Agent’s Warrant Agreement shall be made on a Closing Date and certain registration rightsshall be issued in the name or names and in such authorized denominations as the Selling Agent may request.
Appears in 1 contract
Samples: Selling Agent's Agreement (MDB Capital Holdings, LLC)