Common use of WHEREAS Clause in Contracts

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

Appears in 2435 contracts

Samples: Public Warrant Agreement (Churchill Capital Corp IX/Cayman), Warrant Agreement (OneMedNet Corp), Public Warrant Agreement (Churchill Capital Corp IX/Cayman)

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WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and;

Appears in 1401 contracts

Samples: Warrant Agreement (M3-Brigade Acquisition v Corp.), Warrant Agreement (Femco Steel Technology Co., Ltd.), Warrant Agreement (Launch One Acquisition Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants; and

Appears in 419 contracts

Samples: Warrant Agreement (Above Food Ingredients Inc.), Warrant Agreement (Tavia Acquisition Corp.), Warrant Agreement (Mission Space Acquisition Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in accordance with the terms set forth in this Warrant Agreement in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 238 contracts

Samples: Warrant Agent Agreement (Nova Minerals LTD), Warrant Agent Agreement (Nano Nuclear Energy Inc.), Warrant Agent Agreement (Tonix Pharmaceuticals Holding Corp.)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise replacement of the Warrants; Warrants and, in the Warrant Agent’s capacity as the Company’s transfer agent, the delivery of the Warrant Shares (as defined below).

Appears in 212 contracts

Samples: Warrant Agency Agreement (Notable Labs, Ltd.), Warrant Agreement (Great Ajax Corp.), Warrant Agency Agreement (Inhibikase Therapeutics, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 194 contracts

Samples: Warrant Agreement (Sonder Holdings Inc.), Form of Warrant Agreement (Lilium N.V.), Class a Warrant Agreement (MoneyHero LTD)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and

Appears in 155 contracts

Samples: Private Warrant Agreement (Churchill Capital Corp IX/Cayman), Private Warrant Agreement (Churchill Capital Corp IX/Cayman), Private Warrant Agreement (Churchill Capital Corp IX/Cayman)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise replacement of the Warrants; Warrants and, in the Warrant Agent’s capacity as the Company’s transfer agent, the delivery of the Warrant Shares.

Appears in 93 contracts

Samples: Warrant Agency Agreement (Maxeon Solar Technologies, Ltd.), Warrant Agency Agreement (Tivic Health Systems, Inc.), Warrant Agency Agreement (Tivic Health Systems, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption redemption, exercise and exercise cancellation of the Warrants; and;

Appears in 65 contracts

Samples: Warrant Agreement (Cazador Acquisition Corp Ltd.), Warrant Agreement (Cazador Acquisition Corp Ltd.), Warrant Agreement (Cazador Acquisition Corp Ltd.)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise replacement of the Warrants; and.

Appears in 64 contracts

Samples: Warrant Agency Agreement (Incannex Healthcare Inc.), Warrant Agency Agreement (NovaBay Pharmaceuticals, Inc.), Warrant Agency Agreement (Calidi Biotherapeutics, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchangeexchange and redemption of the Warrants, redemption and the issuance of certificates representing the Warrants, the exercise of the Warrants; and, and the rights of the holders thereof;

Appears in 62 contracts

Samples: Warrant Agreement (SCNV Acquisition Corp), Warrant Agreement (Flemington Pharmaceutical Corp), Warrant Agreement (Weststar Environmental Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption redemption, and exercise of the Warrants; and;

Appears in 54 contracts

Samples: Agreement and Plan of Merger (Metal Sky Star Acquisition Corp), Warrant Agreement (Ignyte Acquisition Corp.), Assignment, Assumption And (Blue World Acquisition Corp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchangeexchange and redemption of the Warrants, redemption and the issuance of certificates representing the Warrants, the exercise of the Warrants; andWarrants and the rights of the holders thereof.

Appears in 39 contracts

Samples: Warrant Agreement (Integrated Technology Usa Inc), Warrant Agreement (Commodore Separation Technologies Inc), Warrant Agreement (Isonics Corp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption transfer and exchange of certificates representing the Warrants and the exercise of the Warrants; and.

Appears in 33 contracts

Samples: Warrant Agreement (Action Products International Inc), Warrant Agreement (Lightspace Corp), Warrant Agreement (Lightspace Corp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and;

Appears in 30 contracts

Samples: Warrant Agreement (Fintech Acquisition Corp Vi), Warrant Agreement (FTAC Parnassus Acquisition Corp.), Warrant Agreement (FTAC Parnassus Acquisition Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; Warrants; and

Appears in 30 contracts

Samples: Warrant Agreement (Revolution Medicines, Inc.), Warrant Agreement (Bright Lights Parent Corp.), Warrant Agreement (InterPrivate III Financial Partners Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, act in connection with the issuance, registration, transfer, exchange, redemption issuance of Warrant Certificates (as defined) and exercise of the Warrants; andother matters as provided herein.

Appears in 27 contracts

Samples: Warrant Agreement (China Natural Gas, Inc.), Warrant Agreement (Mueller Water Products, Inc.), Warrant Agreement (Xinyuan Real Estate Co LTD)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so actact on behalf of the Company, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise replacement of the Warrants; and.

Appears in 25 contracts

Samples: Warrant Agency Agreement (Holdco Nuvo Group D.G Ltd.), Warrant Agency Agreement (Draganfly Inc.), Warrant Agency Agreement (Nuvve Holding Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; andWarrants and other matters as provided herein;

Appears in 25 contracts

Samples: Warrant Agreement (Prospect Acquisition Corp), Warrant Agreement (GSC Acquisition Co), Warrant Agreement (NTR Acquisition Co.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; andWarrants and other matters as provided herein.

Appears in 21 contracts

Samples: Warrant Agreement (China Hydroelectric Corp), Warrant Agreement (China Hydroelectric Corp), Warrant Agreement (GHL Acquisition Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfertransfer exchange and redemption of the Warrants, exchangethe issuance of certificates representing the Warrants, redemption and the exercise of the Warrants; and, and the rights of the Registered Holders thereof;

Appears in 21 contracts

Samples: Warrant Agreement (On Village Communications Inc), Warrant Agreement (Amerigon Inc), Warrant Agreement (Paradigm Music Entertainment Co)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registrationregis-tration, transfer, exchange, redemption and exercise of the Warrants; and

Appears in 20 contracts

Samples: Warrant Agreement (China Discovery Acquisition Corp.), Warrant Agreement (QuadraPoint Acquisition Corp.), Warrant Agreement (Handheld Entertainment, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption redemption, exercise and exercise cancellation of the Warrants; and

Appears in 19 contracts

Samples: Warrant Agreement (Liberty Acquisition Holdings Corp.), Warrant Agreement (Liberty Acquisition Holdings Corp.), Warrant Agreement (Spring Creek Acquisition Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise cancellation of the Warrants; and, and the Company wishes to set forth in this Agreement, among other things, the provisions of the Warrants, the form of the Warrant Certificates evidencing the Warrants and the terms and conditions upon which the Warrants may be issued, transferred, exchanged, exercised and canceled;

Appears in 19 contracts

Samples: Warrant Agreement (Thomas Weisel Partners Group, Inc.), Warrant Agreement (S&t Bancorp Inc), Warrant Agreement (S&t Bancorp Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption issuance of Warrant Certificates (as defined below) and exercise of the Warrants; andother matters as provided herein.

Appears in 19 contracts

Samples: Warrant Agreement (Cresud Inc), Warrant Agreement (Cresud Inc), Warrant Agreement (Highwaymaster Corp)

WHEREAS. the Company desires that the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registrationexchange, transfer, exchange, redemption substitution and exercise of the Warrants; and.

Appears in 18 contracts

Samples: Warrant Agreement (Bonanza Creek Energy, Inc.), Warrant Agreement (Bonanza Creek Energy, Inc.), Warrant Agreement (Extraction Oil & Gas, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption call, exercise and exercise cancellation of the Warrants; and;

Appears in 18 contracts

Samples: Warrant Agreement (Masonite International Corp), Warrant Agreement (Masonite International Corp), Warrant Agreement (Liberty Lane Acquisition Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, act in connection with the issuance, registration, transfer, exchange, redemption exchange and replacement of the Warrant Certificates and exercise of the Warrants; and

Appears in 18 contracts

Samples: Warrant Agreement (Timco Engine Center Inc), Warrant Agreement (Karts International Inc), Warrant Agreement (Galacticomm Technologies Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption call, exercise and exercise cancellation of the Warrants; and

Appears in 17 contracts

Samples: Warrant Agreement (Diamond Offshore Drilling, Inc.), Warrant Agreement (Peabody Energy Corp), Warrant Agreement (Chaparral Energy, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise issuance of the WarrantsWarrants and other matters as provided herein; and

Appears in 17 contracts

Samples: Warrant Agreement (Cano Health, Inc.), Tranche 3 Warrant Agreement (Noble Corp PLC), Tranche 1 Warrant Agreement (Noble Corp PLC)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; andWarrants and other matters as provided herein;

Appears in 16 contracts

Samples: Warrant Agreement (Selway Capital Acquisition Corp.), Warrant Agreement (Selway Capital Acquisition Corp.), Warrant Agreement (Selway Capital Acquisition Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of Warrants to be issued from time to time by the Warrants; andCompany,

Appears in 15 contracts

Samples: Common Stock Warrant Agreement (Unitedhealth Group Inc), Common Stock Warrant Agreement (Dayton Hudson Corp), Common Stock Warrant Agreement (Fuller H B Co)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption cancellation and exercise of the Warrants; and;

Appears in 15 contracts

Samples: Warrant Agreement (Chicken Soup for the Soul Entertainment, Inc.), Warrant Agreement (Chicken Soup for the Soul Entertainment, Inc.), Warrant Agreement (Chicken Soup for the Soul Entertainment, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in accordance with the terms set forth in this Warrant Agreement in connection with the issuance, registration, transfer, exchange, redemption registration of transfer and exercise of the Warrants; and;

Appears in 15 contracts

Samples: Warrant Agreement (RanMarine Technology B.V.), Form of Warrant Agent Agreement (RanMarine Technology B.V.), Form of Warrant Agent Agreement (RanMarine Technology B.V.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption transfer and exchange of Warrant Certificates and exercise of the Warrants; and.

Appears in 15 contracts

Samples: Warrant Agreement (Bronze Marketing Inc), Warrant Agreement (Kestrel Energy Inc), Warrant Agreement (Whitney Information Network Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption replacement and exercise of the Warrants; andWarrant Certificates and other matters as provided herein;

Appears in 14 contracts

Samples: Warrant Agreement (General Growth Properties, Inc.), Warrant Agreement (Pershing Square Capital Management, L.P.), Warrant Agreement (General Growth Properties, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; andWarrants;

Appears in 14 contracts

Samples: Warrant Agreement (Mount Rainier Acquisition Corp.), Warrant Agreement (AMCI Acquisition Corp. II), Warrant Agreement (AMCI Acquisition Corp. II)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchangeexchange and redemption of the Warrants, redemption and the issuance of Warrant Certificates, the exercise of the Warrants; and, and the rights of the holders thereof.

Appears in 14 contracts

Samples: Warrant Agreement, Warrant Agreement (Adcare Health Systems Inc), Warrant Agreement (Worldgate Communications Inc)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 14 contracts

Samples: Warrant Agreement (Tejon Ranch Co), Warrant Agreement (Tejon Ranch Co), Warrant Agreement (Thunder Mountain Gold Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise cancellation of the Warrants; and

Appears in 13 contracts

Samples: Warrant Agreement (SOBR Safe, Inc.), Warrant Agreement (SOBR Safe, Inc.), Warrant Agreement (SOBR Safe, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, Company and the Warrant Agent is willing to so act, act in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the WarrantsWarrants as provided herein; and

Appears in 13 contracts

Samples: Agreement and Plan of Merger (Algos Pharmaceutical Corp), Warrant Agreement (Endo Pharmaceuticals Holdings Inc), Warrant Agreement (Endo Pharmaceuticals Holdings Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, act in connection with the issuance, registration, transfer, exchange, redemption and exercise issuance of the Warrants; andWarrants and other matters as provided herein;

Appears in 13 contracts

Samples: Warrant Agreement (Callon Petroleum Co), Warrant Agreement (SM Energy Co), Warrant Agreement (Callon Petroleum Co)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in accordance with the terms set forth in this Warrant Agreement, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 12 contracts

Samples: Warrant Agent Agreement (Jupiter Neurosciences, Inc.), Warrant Agent Agreement (Mobiquity Technologies, Inc.), Warrant Agent Agreement (Foremost Lithium Resource & Technology Ltd.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption transfer and exercise of the Warrants; and, and the Company desires to set forth herein, among other things, the provisions of the Warrants and the terms and conditions on which they may be issued, transferred, exercised and cancelled;

Appears in 12 contracts

Samples: Warrant Agreement (Eksportfinans Asa), Warrant Agreement (J P Morgan Chase & Co), Warrant Agreement (Morgan Stanley Group Inc /De/)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, registration of transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 11 contracts

Samples: Warrant Agreement (800 Travel Systems Inc), Warrant Agreement (Bio Aqua Systems Inc), Warrant Agreement (Nei Webworld Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfertransfer exchange and redemption of the Warrants, exchangethe issuance of certificates representing the Warrants, redemption and the exercise of the Warrants; and, and the rights of the holders thereof;

Appears in 11 contracts

Samples: Stock Option Agreement (Phillips Steven W), Warrant Agreement (Infosafe Systems Inc), Warrant Agreement (Illuminated Media Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in accordance with the terms set forth in this Warrant Agreement in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Tradeable Warrants; and;

Appears in 10 contracts

Samples: Warrant Agency Agreement (Elate Group, Inc.), Warrant Agency Agreement (Elate Group, Inc.), Warrant Agency Agreement (Elate Group, Inc.)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and.

Appears in 10 contracts

Samples: Warrant Agreement (FingerMotion, Inc.), Warrant Agreement (FingerMotion, Inc.), Warrant Agreement (LGL Group Inc)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, Company and the Warrant Agent is willing to so act, act in connection with the issuance, registrationdivision, transfer, exchange, redemption exchange and exercise of the Warrants; andWarrants as provided herein;

Appears in 9 contracts

Samples: Warrant Agreement (Source Media Inc), Warrant Agreement (Comforce Corp), Warrant Agreement (National Tobacco Co Lp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfertransfer and exchange of the Warrant Certificates and, exchangethereafter, redemption and exercise of the Warrants; and.

Appears in 9 contracts

Samples: Warrant Agreement (Technology Applications International Corp), Agreement (Vector Ventures Corp.), Stock Subscription Offer (American Bonanza Resources Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchangeexchange and redemption of the Warrants, redemption and the issuance of certificates representing the Warrants, the exercise of the Warrants; and, and the rights of the holders thereof.

Appears in 9 contracts

Samples: Warrant Agreement (Aida Pharmaceuticals Inc), Warrant Agreement (Community Care Services Inc), Warrant Agreement (Rockwell Medical Technologies Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption issuance of Warrant Certificates (as defined below) and exercise of the Warrants; andother matters as provided herein;

Appears in 9 contracts

Samples: Warrant Agreement (Focal Communications Corp), Warrant Agreement (Cybernet Internet Services International Inc), Warrant Agreement (Pathmark Stores Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption replacement, exercise and exercise cancellation of the Warrants; and;

Appears in 9 contracts

Samples: Warrant Agreement, Warrant Agreement (Basic Energy Services Inc), Warrant Agreement (Tidewater Inc)

WHEREAS. the Company desires the Warrant Agent or its authorized successor to act on behalf of the Company, and the . The Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, exchange and redemption and exercise of the Warrants and the issuance of certificates representing the Warrants; and;

Appears in 9 contracts

Samples: Agreement, Warrant Agreement (Tensleep Financial Corp), Warrant Agreement (Tensleep Financial Corp)

WHEREAS. the Company desires that the Warrant Agent to act on behalf of the Company, Company in connection with the issuance of the Warrants as provided herein and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

Appears in 9 contracts

Samples: Warrant Agreement (Washington Mutual Capital Trust 2001), Warrant Agreement (New York Community Bancorp Inc), Warrant Agreement (New York Community Bancorp Inc)

WHEREAS. the Company desires that the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption replacement, cancellation and exercise of the Warrants; and

Appears in 9 contracts

Samples: Warrant Agreement, Warrant Agreement (Primo Water Corp), Warrant Agreement (Aegerion Pharmaceuticals, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, act in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 9 contracts

Samples: Warrant Agreement (Rampart Capital Corp), Warrant Agreement (Woodhaven Homes Inc), Warrant Agreement (Starlight Entertainment Inc)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, act in connection with the issuance, registrationdivision, transfer, exchange, redemption exchange and exercise of the Warrants; and.

Appears in 9 contracts

Samples: Warrant Agreement (Vencor Inc /New/), Warrant Agreement (Physicians Clinical Laboratory Inc), Warrant Agreement (Appaloosa Management Lp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and

Appears in 8 contracts

Samples: Warrant Agreement (AgeX Therapeutics, Inc.), Warrant Agreement (AgeX Therapeutics, Inc.), Company Warrant Agreement (Co-Diagnostics, Inc.)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and.

Appears in 8 contracts

Samples: Warrant Agreement (House of Fabrics Inc/De/), Asset Purchase Agreement (Wherehouse Entertainment Inc), Warrant Agreement (MSC Software Corp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in accordance with the terms set forth in this Warrant Agency Agreement in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Preferred Warrants; and;

Appears in 8 contracts

Samples: Warrant Agency Agreement (Wisa Technologies, Inc.), Warrant Agency Agreement (Wisa Technologies, Inc.), Warrant Agency Agreement (Wisa Technologies, Inc.)

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WHEREAS. the Company desires has requested the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registrationdivision, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 8 contracts

Samples: Warrant Agreement (Edison Brothers Stores Inc), Warrant Agreement (JPS Textile Group Inc /De/), Warrant Agreement (Consolidated Hydro Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchangeexchange and redemption of the Warrants, redemption and as hereinafter defined, the issuance of certificates representing the Warrants, the exercise of the Warrants; and, and the rights of the holders thereof;

Appears in 8 contracts

Samples: Warrant Agreement (Muse Technologies Inc), Warrant Agreement (Activeworlds Com Inc), Warrant Agreement (Activeworlds Com Inc)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise replacement of the Warrants; Warrants and, pursuant to a Transfer Agency Agreement previously entered into between the Company and Warrant Agent, in the Warrant Agent’s capacity as the Company’s transfer agent, the delivery of the Warrant Shares.

Appears in 8 contracts

Samples: Warrant Agency Agreement (ReShape Lifesciences Inc.), Warrant Agency Agreement (Top Ships Inc.), Warrant Agency Agreement (Top Ships Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 7 contracts

Samples: Warrant Agreement (Bioshield Technologies Inc), Warrant Agreement (Westower Corp), Warrant Agreement (Bioshield Technologies Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Redeemable Warrants and the Forward Purchase Warrants (collectively, the “Public Warrants; and, together with the Private Placement Warrants, the “Warrants”);

Appears in 7 contracts

Samples: Warrant Agreement (TPG Pace Tech Opportunities Corp.), Warrant Agreement (TPG Pace Beneficial Finance Corp.), Warrant Agreement (TPG Pace Tech Opportunities Corp.)

WHEREAS. the Company desires that the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and;

Appears in 7 contracts

Samples: Warrant Agreement (BBV Vietnam S.E.A. Acquisition Corp.), Warrant Agreement (Secure America Acquisition CORP), Form of Warrant Agreement (Navios Maritime Acquisition CORP)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in accordance with the terms set forth in this Warrant Agreement in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and;

Appears in 7 contracts

Samples: Warrant Agency Agreement (Nocera, Inc.), Warrant Agent Agreement (T20 Holdings Pte. Ltd.), Warrant Agency Agreement (Nocera, Inc.)

WHEREAS. the Company Corporation desires the Warrant Agent to act on behalf of the CompanyCorporation, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

Appears in 7 contracts

Samples: Warrant Agreement, Warrant Agreement (Boxwood Merger Corp.), Warrant Agreement (Boxwood Merger Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, act in connection with the issuance, registration, transfer, exchange, redemption and exercise issuance of the Warrants; andWarrants and other matters as provided herein.

Appears in 6 contracts

Samples: Warrant Agreement (Goodrich Petroleum Corp), Warrant Agreement (Goodrich Petroleum Corp), Purchase Agreement (Goodrich Petroleum Corp)

WHEREAS. the Company desires has requested the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registrationdivision, transfer, exchange, redemption exchange and exercise of Warrants pursuant to the Warrants; andterms and conditions of this Warrant Agreement;

Appears in 6 contracts

Samples: Warrant Agreement (Magellan Health Services Inc), Warrant Agreement (Federal-Mogul Corp), Warrant Agreement (New Federal-Mogul Corp)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise replacement of the Warrants; Warrants and, in the Warrant Agent’s capacity as the Company’s transfer agent, the delivery of the Warrant Shares;

Appears in 6 contracts

Samples: Warrant Agency Agreement (T3 Motion, Inc.), Warrant Agency Agreement (T3 Motion, Inc.), Warrant Agent Agreement (Advanced Life Sciences Holdings, Inc.)

WHEREAS. the Company desires that the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registrationexchange, transfer, exchange, redemption substitution and exercise of the Warrants; and;

Appears in 6 contracts

Samples: Warrant Agreement, Warrant Agreement (LyondellBasell Industries N.V.), Warrant Agreement (LyondellBasell Industries N.V.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 6 contracts

Samples: Warrant Agency Agreement (NMXS Com Inc), Warrant Agreement (Veridien Corp), Warrant Agreement (Sportstrac Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; andWarrants and other matters as provided herein;

Appears in 6 contracts

Samples: Warrant Agreement (SP Acquisition Holdings, Inc.), Warrant Agreement (Lambert's Cove Acquisition CORP), Warrant Agreement (Wattles Acquisition Corp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in accordance with the terms set forth in this Agreement in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise replacement of the WarrantsWarrants and, in the Warrant Agent’s capacity as the Company’s transfer agent, the delivery of the Warrant Shares (as defined herein); and

Appears in 6 contracts

Samples: Warrant Agency Agreement (Cazoo Group LTD), Warrant Agency Agreement (Cazoo Group LTD), Warrant Agency Agreement (Cazoo Group LTD)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and.

Appears in 6 contracts

Samples: Warrant Agreement (Nuwave Technologies Inc), Warrant Agency Agreement (Paradigm Medical Industries Inc), Warrant Agreement (Nuwave Technologies Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Founder Warrants; and

Appears in 6 contracts

Samples: Warrant Agreement, Founder Warrant Agreement (Westway Group, Inc.), Founder Warrant Agreement (Shermen WSC Acquisition Corp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in accordance with the terms set forth in this Warrant Agency Agreement in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; and;

Appears in 6 contracts

Samples: Warrant Agency Agreement (Nuwellis, Inc.), Warrant Agency Agreement (Nuwellis, Inc.), Warrant Agency Agreement (Nuwellis, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption issuance of Warrant certificates and exercise of the Warrantsother matters as provided herein; and

Appears in 6 contracts

Samples: Warrant Agreement (SemGroup Corp), New Common Stock Warrant Agreement (Movie Gallery Inc), Warrant Agreement (Global Aviation Holdings Inc.)

WHEREAS. the Company desires that the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption Transfer, substitution and exercise of the Warrants; and

Appears in 6 contracts

Samples: Warrant Agreement (Seventy Seven Energy Inc.), Warrant Agreement (Swift Energy Co), Warrant Agreement (Hercules Offshore, Inc.)

WHEREAS. the Company desires to have the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and;

Appears in 6 contracts

Samples: Warrant Agreement (Symmetry Holdings Inc), Warrant Agreement (Symmetry Holdings Inc), Warrant Agreement (Symmetry Holdings Inc)

WHEREAS. the Company desires that the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registrationexchange, transfer, exchange, redemption substitution and exercise of the Warrants; and.

Appears in 6 contracts

Samples: Warrant Agreement, Warrant Agreement (Zions Bancorporation /Ut/), Warrant Agreement (Zions Bancorporation /Ut/)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registrationregistration (with respect to the Public Warrants), transfer, exchange, redemption and exercise of the Warrants; and;

Appears in 6 contracts

Samples: Warrant Agreement (Dorchester Capital Acquisition Corp.), Warrant Agreement (Dorchester Capital Acquisition Corp.), Warrant Agreement (Black Mountain Acquisition Corp.)

WHEREAS. the Company desires has requested the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registrationdivision, transfer, exchange, redemption exchange and exercise of Warrants pursuant to the Warrants; andterms and conditions of this Warrant Agreement.

Appears in 5 contracts

Samples: Warrant Agreement (Tribune Media Co), Warrant Agreement, Warrant Agreement

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of all of the Warrants; and

Appears in 5 contracts

Samples: Warrant Agreement, Series Z Warrant Agreement (PAVmed Inc.), Warrant Agreement (PAVmed Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, Company and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption replacement and exercise of the WarrantsWarrant Certificates (as defined herein) and other matters as provided herein; and

Appears in 5 contracts

Samples: Warrant Agreement (Sun Healthcare Group Inc), Warrant Agreement (Genesis Health Ventures Inc /Pa), Warrant Agreement (Genesis Health Ventures Inc /Pa)

WHEREAS. the Company desires that the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registrationexchange, transfer, exchange, redemption substitution and exercise of the Warrants; and

Appears in 5 contracts

Samples: Warrant Agreement (Nuverra Environmental Solutions, Inc.), Warrant Agreement (Bonanza Creek Energy, Inc.), Warrant Agreement (C&J Energy Services Ltd.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption issuance of Warrant Certificates (as hereinafter defined) and exercise of the Warrants; andother matters as provided herein.

Appears in 5 contracts

Samples: Warrant Agreement (Color Spot Nurseries Inc), Warrant Agreement (Pegasus Communications Corp), Warrant Agreement (Pegasus Communications Corp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of the Warrants; andWarrants and other matters as provided herein;

Appears in 5 contracts

Samples: Warrant Agent Agreement (Exar Corp), Warrant Agent Agreement (Ats Medical Inc), Securities Purchase Agreement (Rockford Corp)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, division, transfer, exchange, redemption and surrender of the Warrants, the issuance of certificates representing the Warrants, the exercise of the Warrants; andwarrants, and the rights of the registered holders thereof;

Appears in 5 contracts

Samples: Warrant Agreement (Acclaim Entertainment Inc), Warrant Agreement (American Bank Note Holographics Inc), Warrant Agreement (Acclaim Entertainment Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption transfer and exercise of the Warrants; and, and the Company desires to set forth herein, among other things, the provisions of the Warrants and the terms and conditions on which they may be issued, transferred and exercised.

Appears in 5 contracts

Samples: Warrant Agreement (Lehman Brothers Holdings Inc), Warrant Agreement (Lehman Brothers Holdings Inc), Warrant Agreement (Lehman Brothers Holdings Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfertransfers, exchange, redemption exchanges and exercise of the Warrants; and;

Appears in 5 contracts

Samples: Warrant Agreement (Host America Corp), Warrant Agreement (N Gen Solutions Com Inc), Warrant Agreement (N Gen Solutions Com Inc)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption issuance of Warrants and exercise of the Warrantsother matters as provided herein; and

Appears in 5 contracts

Samples: Warrant Agreement (New Media Investment Group Inc.), Warrant Agreement (Lear Corp), Warrant Agreement (Lear Corp)

WHEREAS. the Company desires that the Warrant Agent continue to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registrationexchange, transfer, exchange, redemption substitution and exercise of the Warrants; and.

Appears in 5 contracts

Samples: Warrant Agreement, Warrant Agreement (General Motors Co), Warrant Agreement (General Motors Co)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption and exercise of the Warrants; and

Appears in 5 contracts

Samples: Warrant Agreement (Bioceres Crop Solutions Corp.), Warrant Agreement (Union Acquisition Corp.), Warrant Agreement (Union Acquisition Corp.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exchange and exercise of Warrants to be issued from time to time by the Warrants; andCompany;

Appears in 5 contracts

Samples: Warrant Agreement (New Plan Excel Realty Trust Inc), Equity Securities Warrant Agreement (USB Capital XII), Warrant Agreement (Allied Waste North America Inc/De/)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption redemption, exercise and exercise cancellation of the Warrants; andWarrants and other matters as expressly provided herein.

Appears in 5 contracts

Samples: Common Stock Warrant Agreement, Common Stock Warrant Agreement (BioScrip, Inc.), Common Stock Warrant Agreement (BioScrip, Inc.)

WHEREAS. the Company desires the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing to so act, in connection with the issuance, registration, transfer, exchange, redemption replacement and exercise of the WarrantsWarrants and, in the Warrant Agent’s capacity as the Company’s transfer agent, deliver the Warrant Shares; and

Appears in 5 contracts

Samples: Warrant Agent Agreement, Warrant Agent Agreement (Palatin Technologies Inc), Warrant Agent Agreement (Mast Therapeutics, Inc.)

WHEREAS. the Company desires wishes the Warrant Agent to act on behalf of the Company, and the Warrant Agent is willing so to so act, in connection with the issuance, registration, transfer, exchange, redemption exercise and exercise replacement of the Warrants; Pre-Funded Warrants and, in the Warrant Agent’s capacity as the Company’s transfer agent, the delivery of the Warrant Shares (as defined below).

Appears in 5 contracts

Samples: Warrant Agency Agreement (Catheter Precision, Inc.), Warrant Agency Agreement (Ascent Solar Technologies, Inc.), Warrant Agency Agreement (Arch Therapeutics, Inc.)

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