The Warrant. (a) The Company hereby agrees to issue and sell to NovaQuest, its designee or assigns (the “Holder”) 80,000 shares (the “Warrant Shares”) of the Company’s Common Stock, $0.0005 par value per share (“Common Stock”), at an exercise price of One Dollar and Ninety-One Cents ($1.91) per share (the “Exercise Price”) (such Exercise Price was calculated as follows: the average of the closing prices of the shares of Common Stock for the 15 trading days prior to the Restatement Date, multiplied by 115%), upon the terms and conditions herein set forth, including the vesting schedule set forth in this Section 1. The Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant Agreement are subject to adjustment from time to time as provided in Section 4 of this Warrant Agreement. **** Text has been omitted pursuant to a confidentiality request. Omitted text has been filed with the Securities and Exchange Commission. (b) Upon **** (the “Milestone”), the Holder’s right to exercise this Warrant Agreement will vest as follows: (i) if ****, One Hundred Percent (100%) of the Warrant Shares shall vest; (ii) if ****, Fifty Percent (50%) of the Warrant Shares shall vest; (iii) if ****, none of the Warrant Shares shall vest; and (iv) any Warrant Shares not vested by **** shall expire. (c) In the event that the Milestone fails to be achieved, or fails to be achievable, by ****, or by another date specified in the vesting schedule set forth in Section 1(b) above, and such failure is not caused solely by Quintiles, then the Joint Development Committee (as defined in the Services Agreement) shall promptly and in good faith review the Milestone, the existing vesting schedule, and the events and circumstances that caused or resulted in such failure; and the Joint Development Committee shall determine a new vesting schedule that shall extend each date within the existing vesting schedule by the duration of the events or circumstances that caused or resulted in such failure, up to one year; provided that the vesting schedule shall be extended pursuant to this Section 1(c)
Appears in 1 contract
The Warrant. (a) The Company hereby agrees to issue and sell to NovaQuestPharmaBio, its designee or assigns (the “"Holder”") 80,000 shares (the “"Warrant Shares”") of the Company’s 's Common Stock, $0.0005 .0005 par value per share (“"Common Stock”"), at an exercise price of One Dollar Six Dollars and NinetyThirty-One Nine Cents ($1.916.39) per share (the “"Exercise Price”") (such Exercise Price was calculated as follows: the average of the closing prices of the shares of Common Stock for the 15 trading days prior to the Restatement Datedate hereof, multiplied by 115%), upon the terms and conditions herein set forth, including the vesting schedule set forth in this Section 1. The Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant Agreement are subject to adjustment from time to time as provided in Section 4 of this Warrant Agreement. **** Text has been omitted pursuant to a confidentiality request. Omitted text has been filed with the Securities and Exchange Commission.
(b) Upon **** (the “"Milestone”"), the Holder’s 's right to exercise this Warrant Agreement will vest as follows:
(i) if ****, One Hundred Percent (100%) of the Warrant Shares shall vest;
(ii) if ****, Fifty Percent (50%) of the Warrant Shares shall vest;
(iii) if ****, none of the Warrant Shares shall vest; andand **** Text has been omitted pursuant to a confidentiality request. Omitted text has been filed with the Securities and Exchange Commission.
(iv) any Warrant Shares not vested by **** shall expire.
(c) In the event that the Milestone fails to be achieved, or fails to be achievable, by ****, or by another date specified in the vesting schedule set forth in Section 1(b) above, and such failure is not caused solely by Quintiles, then the Joint Development Committee (as defined in the Services Agreement) shall promptly and in good faith review the Milestone, the existing vesting schedule, and the events and circumstances that caused or resulted in such failure; and the Joint Development Committee shall determine a new vesting schedule that shall extend each date within the existing vesting schedule by the duration of the events or circumstances that caused or resulted in such failure, up to one year; provided that the vesting schedule shall be extended pursuant to this Section 1(c)
Appears in 1 contract
Sources: Warrant Agreement (Orthologic Corp)
The Warrant. (a) The Company hereby agrees to issue and sell to NovaQuestPharmaBio, its designee or assigns (the “"Holder”") 80,000 shares (the “"Warrant Shares”") of the Company’s 's Common Stock, $0.0005 .0005 par value per share (“"Common Stock”"), at an exercise price of One Dollar Six Dollars and NinetyThirty-One Nine Cents ($1.916.39) per share (the “"Exercise Price”") (such Exercise Price was calculated as follows: the average of the closing prices of the shares of Common Stock for the 15 trading days prior to the Restatement Datedate hereof, multiplied by 115%), upon the terms and conditions herein set forth, including the vesting schedule set forth in this Section 1. The Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant Agreement are subject to adjustment from time to time as provided in Section 4 of this Warrant Agreement. **** Text has been omitted pursuant to a confidentiality request. Omitted text has been filed with the Securities and Exchange Commission.
(b) Upon **** (the “"Milestone”"), the Holder’s 's right to exercise this Warrant Agreement will vest as follows:
(i) if ****, One Hundred Percent (100%) of the Warrant Shares shall vest;
(ii) if ****, Fifty Percent Seventy-Five (5075%) of the Warrant Shares shall vest;
(iii) if ****, Fifty Percent (50%) of the Warrant Shares shall vest; **** Text has been omitted pursuant to a confidentiality request. Omitted text has been filed with the Securities and Exchange Commission.
(iv) if ****, none of the Warrant Shares shall vest; and
(ivv) any Warrant Shares not vested by **** shall expire.
(c) In the event that the Milestone fails to be achieved, or fails to be achievable, by ****, or by another date specified in the vesting schedule set forth in Section 1(b) above, and such failure is not caused solely by Quintiles, then the Joint Development Committee (as defined in the Services Agreement) shall promptly and in good faith review the Milestone, the existing vesting schedule, and the events and circumstances that caused or resulted in such failure; and the Joint Development Committee shall determine a new vesting schedule that shall extend each date within the existing vesting schedule by the duration of the events or circumstances that caused or resulted in such failure, up to one year; provided that the vesting schedule shall be extended pursuant to this Section 1(c)
Appears in 1 contract
Sources: Warrant Agreement (Orthologic Corp)
The Warrant. (a) The Company hereby agrees to issue and sell to NovaQuest, its designee or assigns (the “Holder”) 80,000 shares (the “Warrant Shares”) of the Company’s Common Stock, $0.0005 par value per share (“Common Stock”), at an exercise price of One Dollar and Ninety-One Cents ($1.91) per share (the “Exercise Price”) (such Exercise Price was calculated as follows: the average of the closing prices of the shares of Common Stock for the 15 trading days prior to the Restatement Date, multiplied by 115%), upon the terms and conditions herein set forth, including the vesting schedule set forth in this Section 1. The Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant Agreement are subject to adjustment from time to time as provided in Section 4 of this Warrant Agreement. .
(b) Upon ****(the “Milestone”), the Holder’s right to exercise this Warrant Agreement will vest as follows: **** Text has been omitted pursuant to a confidentiality request. Omitted text has been filed with the Securities and Exchange Commission.
(b) Upon **** (the “Milestone”), the Holder’s right to exercise this Warrant Agreement will vest as follows:
(i) if ****, One Hundred Percent (100%) of the Warrant Shares shall vest;
(ii) if ****, Fifty Percent Seventy-Five (5075%) of the Warrant Shares shall vest;
(iii) if ****, Fifty Percent (50%) of the Warrant Shares shall vest;
(iv) if ****, none of the Warrant Shares shall vest; and
(ivv) any Warrant Shares not vested by **** shall expire.
(c) In the event that the Milestone fails to be achieved, or fails to be achievable, by ****, or by another date specified in the vesting schedule set forth in Section 1(b) above, and such failure is not caused solely by Quintiles, then the Joint Development Committee (as defined in the Services Agreement) shall promptly and in good faith review the Milestone, the existing vesting schedule, and the events and circumstances that caused or resulted in such failure; and the Joint Development Committee shall determine a new vesting schedule that shall extend each date within the existing vesting schedule by the duration of the events or circumstances that caused or resulted in such failure, up to one year; provided that the vesting schedule shall be extended pursuant to this Section 1(c)
Appears in 1 contract
The Warrant. (a) The Company hereby agrees to issue and sell to NovaQuest, its designee or assigns (the “Holder”) 80,000 shares (the “Warrant Shares”) of the Company’s Common Stock, $0.0005 par value per share (“Common Stock”), at an exercise price of One Dollar and Ninety-One Cents ($1.91) per share (the “Exercise Price”) (such Exercise Price was calculated as follows: the average of the closing prices of the shares of Common Stock for the 15 trading days prior to the Restatement Date, multiplied by 115%), upon the terms and conditions herein set forth, including the vesting schedule set forth in this Section 1. The Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant Agreement are subject to adjustment from time to time as provided in Section 4 of this Warrant Agreement. .
(b) Upon **** *(the “Milestone”), the Holder’s right to exercise this Warrant Agreement will vest as follows: ****Text has been omitted pursuant to a confidentiality request. Omitted text has been filed with the Securities and Exchange Commission.
(b) Upon **** (the “Milestone”), the Holder’s right to exercise this Warrant Agreement will vest as follows:
(i) if ****, One Hundred Percent (100%) of the Warrant Shares shall vest;
(ii) if ****, Fifty Percent Seventy-Five (5075%) of the Warrant Shares shall vest;
(iii) if ****, Fifty Percent (50%) of the Warrant Shares shall vest;
(iv) if ****, none of the Warrant Shares shall vest; and
(ivv) any Warrant Shares not vested by **** shall expire.
(c) In the event that the Milestone fails to be achieved, or fails to be achievable, by ****, or by another date specified in the vesting schedule set forth in Section 1(b) above, and such failure is not caused solely by Quintiles, then the Joint Development Committee (as defined in the Services Agreement) shall promptly and in good faith review the Milestone, the existing vesting schedule, and the events and circumstances that caused or resulted in such failure; and the Joint Development Committee shall determine a new vesting schedule that shall extend each date within the existing vesting schedule by the duration of the events or circumstances that caused or resulted in such failure, up to one year; provided that the vesting schedule shall be extended pursuant to this Section 1(c)
Appears in 1 contract
Sources: Class B Warrant Agreement (Capstone Therapeutics Corp.)
The Warrant. (a) The Company hereby agrees to issue and sell to NovaQuestPharmaBio, its designee or assigns (the “"Holder”") 80,000 up to Three Hundred Twenty Thousand (320,000) shares (the “"Warrant Shares”") of the Company’s Common Stock's common stock, $0.0005 par value $.001 per share (“"Common Stock”"), at an exercise price of One Dollar Three and Ninety-One Cents 03/100 Dollars ($1.913.03) per share (the “"Exercise Price”") (such Exercise Price was calculated as follows: the average of the closing prices of the shares of Common Stock for the 15 trading days prior subject to the Restatement Date, multiplied by 115%vesting schedule in Section 1(b), and upon the terms and conditions herein set forth, including the vesting schedule set forth in this Section 1. The Exercise Price and the number of Warrant Shares purchasable upon exercise of this Warrant Agreement are subject to adjustment from time to time as provided in Section 4 of this Warrant Agreement. **** Text has been omitted pursuant to a confidentiality request. Omitted text has been filed with the Securities and Exchange Commission.
(b) Upon **** (the “Milestone”), the The Holder’s 's right to exercise this Warrant Agreement will vest as follows:
in three (i3) if ****, One Hundred Percent equal installments of one-third (100%1/3) of the Warrant Shares each (each an "Increment") as follows: the first Increment shall vest;
(ii) if ****, Fifty Percent (50%) vest upon the occurrence of Milestone One as defined in the Warrant Shares Loan Agreement; the second Increment shall vest;
(iii) if ****, none vest upon the occurrence of Milestone Two as defined in the Warrant Shares Loan Agreement; and the third Increment shall vest; and
(iv) any Warrant Shares not vested by **** shall expirevest upon the occurrence of Milestone Three as defined in the Loan Agreement.
(c) In the event that the Milestone fails to be achieved, or fails to be achievable, by ****, or by another date specified in the vesting schedule set forth in Section 1(b) above, and such failure is not caused solely by Quintiles, then the Joint Development Committee maximum Commitment (as defined in the Services Loan Agreement) is increased to an amount in excess of $8,500,000, then the number of Warrant Shares shall promptly be increased (the "Warrant Increase") by a number of shares of Common Stock equal to the number of Warrant Shares set forth in Section 1(a) multiplied by a fraction, the numerator of which shall be the amount by which the Commitment is increased over $8,500,000, and the denominator of which is $8,500,000; provided, however, that if the Commitment is increased to an amount over $15,000,000, then the amount in excess of $15,000,000 shall not result in any Warrant Increase. The parties agree to negotiate in good faith review the Milestone, the existing vesting schedule, to reach mutually acceptable terms and the events and circumstances that caused or resulted conditions for any Commitment in such failure; and the Joint Development Committee shall determine a new vesting schedule that shall extend each date within the existing vesting schedule by the duration excess of the events or circumstances that caused or resulted $15,000,000. Upon any increase in such failure, up to one year; provided that the vesting schedule shall be extended Warrant Shares pursuant to this Section 1(c), each Increment shall be increased by one-third of the amount of such increase in Warrant Shares.
Appears in 1 contract
Sources: Warrant Agreement (Discovery Laboratories Inc /De/)