Underlying Share Delivery Damages Clause Samples
The Underlying Share Delivery Damages clause establishes the consequences and remedies if a party fails to deliver the agreed-upon shares in a transaction. Typically, this clause outlines the calculation of damages owed to the non-breaching party, which may be based on the difference between the contract price and the market value of the shares at the time of breach, or other specified measures. Its core function is to ensure that the party expecting delivery is compensated for losses resulting from non-delivery, thereby allocating risk and incentivizing timely and proper fulfillment of share delivery obligations.
Underlying Share Delivery Damages. In the event that a non-legended certificate for Underlying Shares is not received by a Purchaser by the Deadline, as partial compensation to the Purchaser for such loss as a result of such delivery delay, the Company shall pay (as liquidated damages and not a penalty) to the Purchaser for late issuance of the Underlying Shares an amount of $100 per business day after the Deadline for each $10,000 of principal amount of the Note being converted, and/or or $10,000 of market value (based upon the then stock price of the Company) of Underlying Shares of the Warrant being exercised for, as the case may be, which are not timely delivered. The penalties in this Section 7.4 are in addition to and shall not limit any other penalty provisions in the Transaction Documents and shall not limit the Purchaser’s right to collect other damages and/or remedies.
Underlying Share Delivery Damages. In the event that a non-legended certificate for Underlying Shares is not received by a Purchaser by the Deadline, as partial compensation to the Purchaser for such loss as a result of such delivery delay, the Company shall pay (as liquidated damages and not a penalty) to the Purchaser for late issuance of the Underlying Shares an amount of $100 per business day after the Deadline for each $100,000 of principal amount of the Note being converted, and/or or $100,000 of market value (based upon the closing stock price of the Company on the Delivery Date) of Underlying Shares of the Warrant being exercised for as the case may be, which are not timely delivered. The liquidated damages in this Section 7.4 are in addition to any shall not limit any other penalty provisions in the Transaction Documents and shall not limit a Purchasers right to collect other damages and/or remedies.