Warrant Cancellation Sample Clauses
The Warrant Cancellation clause defines the conditions under which a warrant, which grants the holder the right to purchase company stock, may be terminated or rendered void. Typically, this clause outlines specific events or timeframes—such as the expiration of the warrant, a merger or acquisition, or failure to exercise the warrant within a set period—that trigger cancellation. Its core practical function is to provide clear guidelines for both the issuer and the holder regarding when and how the warrant can be cancelled, thereby reducing uncertainty and managing expectations around the warrant's validity.
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Warrant Cancellation. In connection with the consummation of the Transactions, the Sponsor agrees that, upon and subject to the occurrence of the Closing, the Sponsor shall automatically forfeit and cancel, without any further action by the Sponsor or any other Person, all of the SPAC Warrants that are held by the Sponsor (the “Sponsor Warrants”).
Warrant Cancellation. Prior to Closing, the Company shall (without violation of Section 5.2(d)) obtain the cancellation or other extinguishment (as evidenced by customary documentation) of warrants to purchase Ordinary Shares, such that no more than 8,768,979 Ordinary Shares remain subject to warrants or rights to purchase (other than Company Equity Awards under the Company Share Plans).
Warrant Cancellation. If the Obligations (as defined in the Security Agreement referred to in the Reaffirmation Agreement dated as of the issue date hereof among the Holder, the Company, and certain of the subsidiaries of the Company) have been repaid in full on or before (a) six (6) months from the date hereof, the Holder shall surrender this Warrant for cancellation and shall issue a new Warrant to Holder in the face amount of this Warrant less thirty percent (30%) of the shares otherwise issuable under this Warrant, (b) more than six months but fewer than nine (9) months from the date hereof, the Holder shall surrender this Warrant for cancellation and shall issue a new Warrant to Holder in the face amount of this Warrant less twenty percent (20%) of the shares otherwise issuable under this Warrant; (c) more than nine (9) months but fewer than twelve (12) months from the date hereof, the Holder shall surrender this Warrant for cancellation and shall issue a new Warrant to Holder in the face amount of this Warrant less ten percent (10%) of the shares otherwise issuable under this Warrant; and (d) more than twelve (12) months but fewer than eighteen (18) months from the date hereof, the Holder shall surrender this Warrant for cancellation and shall issue a new Warrant to Holder in the face amount of this Warrant less five percent (5%) of the shares otherwise issuable under this Warrant.
Warrant Cancellation. The Sponsor hereby agrees that, immediately prior to the Effective Time, but subject to consummation of the Merger, all of the Private Placement Warrants, which are owned of record by the Sponsor, shall be surrendered to SPAC for no consideration and cancelled by SPAC effective as of immediately prior to the Effective Time.
Warrant Cancellation. Contemporaneously with exchange of the Notes pursuant to Section 1.1 and without any further action on the part of the Company or the Holder, the Warrant shall be terminated and cancelled and shall no longer be exercisable and the Holder shall automatically be deemed to have released any and all rights it has or may have had in, and in respect of, the Warrant, including related contractual rights.
Warrant Cancellation. If all obligations and liabilities owing by the Company to the Holder under the Note, the Purchase Agreement and/or any other Related Agreement have been repaid in full on or before (a) six (6) months from the date hereof, the Holder shall surrender this Warrant for cancellation and shall issue a new Warrant to Holder in the face amount of this Warrant less fifty percent (50%) of the shares otherwise issuable under this Warrant, or (b) twelve (12) months from the date hereof, the Holder shall surrender this Warrant for cancellation and shall issue a new Warrant to Holder in the face amount of this Warrant less twenty-five percent (25%) of the shares otherwise issuable under this Warrant.
Warrant Cancellation. This letter agreement referred to in Section 3.1(e) executed by the Company and First Union Corporation.
(c) On the Closing Date, Concentra shall pay, or cause to be paid, the NHR Indebtedness and all accrued and unpaid interest thereon; provided, however, that Concentra, at its option, may elect to pay or assume (i) any or all Capital Lease Obligations and (ii) the obligations of the Company and its Subsidiaries arising under the Hedge Agreement. On the Closing Date, Concentra shall assume the Company's obligations under the First Union Letters of Credit and shall deliver replacement letters of credit for those obligations to Milbank, Tweed, ▇▇▇▇▇▇ & ▇▇▇▇▇▇ at the Closing for subsequent delivery to The CIT Group, Inc. and Woodbridge Officer Tower LLC.
Warrant Cancellation. Each Holder shall deliver to the Company for cancellation all of the outstanding warrants to purchase Common Shares (the “Existing Warrants”) held by the Holder that were issued by the Company pursuant to that certain warrant indenture, dated February 13, 2023, as amended, between the Company and TSX Trust Company, or that certain warrant indenture, dated November 27, 2024, between the Company and TSX Trust Company (collectively, the “Existing Warrant Indentures”).
Warrant Cancellation. In the event any Purchaser breaches its obligation to complete any Additional Purchase pursuant to Section 2.1(d) despite the full satisfaction or waiver of the conditions in Section 2.3(d) above, then, at the Company’s election, a pro rata portion of the Warrants held by such Purchaser may be cancelled on or after the Additional Closing Date specified in the applicable Purchase Notice related to such Additional Purchase in proportion to the aggregate principal amount of Subordinated Notes not purchased in such Additional Purchase relative to $300,000,000; provided, that if the Company exercises its right to cancel such Warrants pursuant to this Section 2.4, the Company agrees not to seek specific performance as a remedy in connection with any Purchaser’s failure to complete any Additional Purchase. In the event that the Company cancels any Warrants held by a Purchaser pursuant to this Section 2.4 and in addition to such cancellation seeks any other remedy against the relevant Purchaser(s) with respect to the relevant Additional Purchase, any award obtained by the Company shall be payable net of the Fair Market Value of the Warrants so cancelled. “Fair Market Value” for purposes of this Section 2.4 shall have the meaning given such term in the form of Warrant attached hereto as Exhibit B, and any disputes as to such Fair Market Value shall be resolved in accordance with the Appraisal Procedure (as defined in the form of Warrant) set forth in Section 15 thereof.
Warrant Cancellation. PZ shall return for cancellation to the Company a Warrant for 1,394,031 shares of Common Stock of the Company. At the conclusion of steps 1 and 2, PZ shall be the beneficial owner of 35.0% of the issued and outstanding share capital of the Company, on a fully diluted basis.
