Aggregate Warrant Percentage definition
Aggregate Warrant Percentage means the percentage (expressed as a decimal) equal to (a) the aggregate Per Warrant Amount for all Cashed-Out Warrants to be paid to all holders of Cashed-Out Warrants divided by (b) the sum of (i) the aggregate Per Share Amount for all Shares to be paid to all Sellers, (ii) the aggregate Per Vested Option Amount for all Vested Options to be paid to all holders of Vested Options and (iii) the aggregate Per Warrant Amount for all Cashed-Out Warrants to be paid to all holders of Cashed-Out Warrants.
Aggregate Warrant Percentage means a maximum of five percent (5%), in the event the total aggregate purchase price under the Securities Purchase Agreement across all Investors is twenty million dollars ($20,000,000) or greater, or such lower percentage bearing relation to such total aggregate purchase price (e.g., 2.5% if the total investment is $10 million); for the avoidance of doubt, in no event will the Aggregate Warrant Percentage exceed five percent (5%). For each Investor under the Securities Purchase Agreement, each such Investor shall be entitled to a Warrant to purchase only up to their pro-rata share of the Aggregate Warrant Percentage in the Designated Subsidiary Shares calculated as follows: the total purchase price paid by such Investor for the Common Stock purchased under the Securities Purchase Agreement, divided by the total aggregate purchase price paid by all Investors for the Common Stock purchased under the Securities Purchase Agreement, and then multiplying the resulting fraction by 5%. By way of example: (1) in the event the total aggregate purchase price of Common Stock sold to all Investors under the Securities Purchase Agreement is $20,000,000 and an Investor purchases $5,000,000 of Common Stock, the Aggregate Warrant Percentage is 5%, and the resulting fraction of one-fourth (¼) entitles the Investor to receive Warrants to purchase 1.25% of the Common Stock of each Designated Subsidiary or (2) in the event the total aggregate purchase price of Common Stock sold to all Investors under the Securities Purchase Agreement is $10,000,000 and an Investor purchases $5,000,000 of Common Stock, the Aggregate Warrant Percentage is 2.5%, and the resulting fraction of one-half (1/2) entitles the Investor to receive Warrants to purchase 1.25% of Common Stock of each Designated Subsidiary.
Aggregate Warrant Percentage shall have the meaning given thereto in Section 2(a).