Upfront Equity Issuance Sample Clauses

Upfront Equity Issuance. In consideration of (a) Aurigene’s performance of the R&D Plans and Development Plans for PTP1 and PTP2, including delivery of a Development Candidate for each such PTP, conduct of IND-enabling studies and Aurigene CMC Activities for each of PTP1 and PTP2, and manufacture and supply of Phase 1 Trial material for each of PTP1 and PTP2, (b) Aurigene’s grant of the R&D Program Option with respect to each of PTP1 and PTP2, (c) Aurigene’s agreement to exclusivity under Section 4.7(a), and (d) Aurigene’s agreement to continue research efforts to initiate R&D Programs for PTP3 and PTP4, on the
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Upfront Equity Issuance. On the Effective Date, and subject to the execution and delivery by Biocon of the Stock Purchase Agreement and the Related Agreements,
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Upfront Equity Issuance. In accordance with the terms of a separate Stock Issuance Agreement (the “Issuance Agreement”), attached hereto as Exhibit H, entered into by Erasca and Novartis as of the Effective Date, Erasca will issue to Novartis a number of shares of Erasca’s common stock representing an aggregate issuance price of Eighty Million Dollars ($80,000,000) determined at a per share price equal to the Issuance Price.
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Upfront Equity Issuance. HanX (either alone or together with a Third Party payor designated by HanX so long as HanX or an Affiliate is the registered and beneficial holder of the shares) shall pay to Onconova two million Dollars ($2,000,000) (the “Upfront Equity Issuance”) for shares of common stock pursuant to the Securities Purchase Agreement entered into by the Parties concurrent with execution and delivery of this Agreement. The proceeds received by Onconova pursuant to the terms of the Securities Purchase Agreement shall be used to fund and reimburse Onconova for research and Development activities of the Product.
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Upfront Equity Issuance. In partial consideration for the rights and licenses granted to Licensee hereunder, Licensee shall issue to Licensor, at the closing on the Effective Date, four Warrants to purchase an aggregate of 878,947 shares of Licensee Common Stock, $0.00001 par value per share, which shall be in substantially the forms attached hereto as Exhibit X-0, Xxxxxxx X-0, Exhibit B-3 and Exhibit B-4 (the “Warrants”). The stock issued on exercise of the Warrants (“Warrants Stock”) shall (i) have the terms and conditions set forth in the Warrants, and (ii) be issued to Licensor pursuant to the terms of a Subscription Agreement in the form attached hereto as Exhibit C (the “Subscription Agreement”).
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Upfront Equity Issuance. On the Effective Date, and subject to the execution and delivery by Biocon of the Stock Purchase Agreement and the Related Agreements, Equillium shall issue to Biocon the number of shares of Equillium common stock that represents 19.5% of the outstanding shares of Equillium common stock immediately after such issuance, in accordance with the Stock Purchase Agreement.
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Upfront Equity Issuance. In consideration for the rights and licenses granted to Provention hereunder and the services, Provention shall issue to Vactech, as soon as practicable following the Effective Date and in no event later than thirty (30) business days thereafter, two million (2,000,000) shares of Provention Common Stock, $.001 par value (the “Founders Stock”) representing a twenty percent (20%) ownership share in Provention on the Effective Date. The Founders Stock shall (i) have the rights, preferences and privileges set forth in the Amended & Restated Certificate of Incorporation to be filed with the Secretary of State of the State of Delaware, in a form reasonably acceptable to Vactech, and (ii) be issued to Vactech pursuant to the terms of a Subscription Agreement in a form reasonably acceptable to Vactech. Certain additional rights and obligations with respect to the Founders Stock will be set forth in an Investor’s Agreement and Lock-Up Agreement, each in a form reasonably acceptable to Vactech.
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Upfront Equity Issuance. In consideration of (a) Aurigene’s performance of the R&D Plans and Development Plans for PTP1 and PTP2, including delivery of a Development Candidate for each such PTP, conduct of IND-enabling studies and Aurigene CMC Activities for each of PTP1 and PTP2, and manufacture and supply of Phase 1 Trial material for each of PTP1 and PTP2, (b) Aurigene’s grant of the R&D Program Option with respect to each of PTP1 and PTP2, (c) Aurigene’s agreement to exclusivity under Section 4.7(a), and (d) Aurigene’s agreement to continue research efforts to initiate R&D Programs for PTP3 and PTP4, on the Effective Date, and subject to the execution and delivery by Aurigene of the Stock Purchase Agreement, Curis shall issue to Aurigene the number of shares of Curis common stock that represents 19.9% of the outstanding shares of Curis common stock immediately prior to such issuance – i.e., 16.6% of the outstanding shares of Curis common stock immediately after such
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Upfront Equity Issuance. In partial consideration for the rights and licenses granted to ContraVir hereunder, ContraVir shall issue to Chimerix, as soon as practicable following the Effective Date and in no event later than five (5) business days thereafter, 120,000 shares of ContraVir Series B Convertible Preferred Stock, $0.0001 par value (the “Preferred Stock”). The Preferred Stock shall (i) have the rights, preferences and privileges set forth in a Certificate of Designation, Preferences and Rights of Series B Convertible Preferred Stock to be filed with the Secretary of State of the State of Delaware, in the form attached hereto as Exhibit C, and (ii) be issued to Chimerix pursuant to the terms of a Subscription Agreement in the form attached hereto as Exhibit D. ContraVir’s failure to issue the Preferred Stock to ContraVir within five (5) business days of the Effective Date shall render this Agreement null and void ab initio.
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Related to Upfront Equity Issuance

  • Subsequent Equity Issuances The Company shall not deliver any Sales Notice hereunder (and any Sales Notice previously delivered shall not apply during such three Business Days) for at least three (3) Business Days prior to any date on which the Company or any Subsidiary offers, sells, issues, contracts to sell, contracts to issue or otherwise disposes of, directly or indirectly, any other shares of Common Stock or any Common Stock Equivalents (other than the Shares), subject to Manager’s right to waive this obligation, provided that, without compliance with the foregoing obligation, the Company may issue and sell Common Stock pursuant to any employee equity plan, stock ownership plan or dividend reinvestment plan of the Company in effect at the Execution Time and the Company may issue Common Stock issuable upon the conversion or exercise of Common Stock Equivalents outstanding at the Execution Time.

  • Equity Issuance Upon the sale or issuance by the Borrower or any of its Subsidiaries (other than a Financing Subsidiary) of any of its Equity Interests (other than any sales or issuances of Equity Interests to the Borrower or any Subsidiary Guarantor), the Borrower shall prepay an aggregate principal amount of Loans equal to 75% of all Net Cash Proceeds received therefrom no later than the fifth Business Day following the receipt of such Net Cash Proceeds (such prepayments to be applied as set forth in Section 2.09(b)).

  • Equity Issuances In the event that the Borrower shall receive any Cash proceeds from the issuance of Equity Interests of the Borrower at any time after the Availability Period, the Borrower shall, no later than the third Business Day following the receipt of such Cash proceeds, prepay the Loans in an amount equal to fifty percent (50%) of such Cash proceeds, net of underwriting discounts and commissions or other similar payments and other costs, fees, premiums and expenses directly associated therewith, including, without limitation, reasonable legal fees and expenses (and the Commitments shall be permanently reduced by such amount).

  • Equity Consideration OREXIGEN shall issue to DUKE eight hundred eighty five thousand, two hundred and forty-nine (885,249) shares of OREXIGEN common stock as represent, on a FULLY DILUTED BASIS, an amount not less than [***] percent ([***]%) of OREXIGEN’s common stock outstanding at the time of execution of this AGREEMENT (hereinafter referred to as “DUKE STOCK”). OREXIGEN shall issue DUKE STOCK directly to DUKE in the name of “Duke University” and shall deliver the DUKE STOCK to DUKE within thirty (30) days of the EFFECTIVE DATE. It is understood and agreed that [***] shall promptly reimburse [***] for any out-of-pocket costs (not to exceed [***] dollars ($[***]) incurred by [***] in effecting such transfer of DUKE STOCK to DUKE. It is further understood and agreed that, notwithstanding anything to the contrary in this AGREEMENT, such DUKE STOCK is non-refundable. It is understood and acknowledged that DUKE shall be treated as a founder of OREXIGEN and that the DUKE STOCK will be subject to the terms and conditions provided for in OREXIGEN’s Certificate of Incorporation and Bylaws, which are attached as APPENDIX B, and also subject to the Right of First Refusal and Co-Sale Agreement by and among OREXIGEN, DUKE, and other THIRD PARTY signatories thereto, the form of which is attached as APPENDIX F (the “RIGHT OF FIRST REFUSAL AGREEMENT”), and will be marketable by DUKE under the same conditions and subject to the same limitations as are the restricted shares of common stock of OREXIGEN held by any founder or equivalent. Subject to the prior sentence, as well as restrictions on transfer set forth in the Right of First Refusal Agreement and the Securities Act of 1933, as amended, OREXIGEN will permit and promptly effect any request from DUKE to transfer any of the DUKE STOCK to any persons as DUKE will direct, and OREXIGEN, DUKE and such persons will execute such documents and instruments as are reasonably necessary to effect such transfer. In connection with the issuance of the DUKE STOCK, DUKE shall execute a Common Stock Purchase Agreement for the DUKE STOCK, in the form attached as APPENDIX E and the Right of First Refusal Agreement in the form attached as APPENDIX F. In the event that the Right of First Refusal Agreement is amended without the consent of Duke, Duke shall retain all rights set forth in Section 1 thereof regarding rights of first refusal as if such agreement had not been so amended. In addition, DUKE shall have the rights of a “Majority Holder” as set forth in Sections 2.1 and 2.2 of the Investors’ Rights Agreement by and among OREXIGEN and other THIRD PARTY signatories thereto, the form of which is attached as APPENDIX G (the “INVESTORS’ RIGHTS AGREEMENT”), so long as DUKE meets the definition of a “Major Holder” under the INVESTORS’ RIGHTS AGREEMENT and there has been no termination of the covenants of OREXIGEN pursuant to Section 2.3 thereunder. DUKE shall not be made a party to the INVESTORS’ RIGHTS AGREEMENT, but shall be conferred the benefits of a Majority Holder under Sections 2.1 and 2.2 of the INVESTORS’ RIGHTS AGREEMENT by the independent provisions of this Section 3.01(a).

  • Debt Issuance Immediately upon the receipt by any Loan Party or any Subsidiary of the Net Cash Proceeds of any Debt Issuance, the Borrower shall prepay the Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided in an aggregate amount equal to 100% of such Net Cash Proceeds.

  • Investments; Acquisitions Company shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, or acquire, by purchase or otherwise, all or substantially all the business, property or fixed assets of, or Capital Stock of any Person, or any division or line of business of any Person except:

  • Working Capital Warrants Each of the Working Capital Warrants shall be identical to the Private Placement Warrants.

  • Subsequent Equity Sales (a) From the date hereof until 90 days after the Closing Date, neither the Company nor any Subsidiary shall issue, enter into any agreement to issue or announce the issuance or proposed issuance of any shares of Common Stock or Common Stock Equivalents.

  • Outstanding Capital Stock The outstanding shares of capital stock of the Company have been duly authorized and validly issued and are fully paid and non-assessable; none of the outstanding shares of capital stock of the Company was issued in violation of any preemptive or similar rights of any stockholder of the Company.

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