Examples of Alta Warrants in a sentence
Alta hereby further acknowledges and agrees that the gross proceeds received by the Company as a result of the sale of Shares in the Fourth Closing shall be applied to the “Committed Financing Amount” as defined in the Alta Warrants such that the number of shares of Series A-2 Preferred issuable upon exercise of the Alta Warrants shall be reduced by an aggregate of 153,200 shares.
Each Investor hereby acknowledges and agrees that the Company will issue the Alta Warrants to Alta, and each Investor hereby consents to such issuance.
Warrant Shares issuable upon exercise of the Alta Warrants and the Common Stock issuable upon conversion thereof.
The Closing of the purchase and sale of the Alta Shares and the Windward Shares and the issuance of the Alta Warrants (the "Alta Closing") will take place contemporaneously with the execution and delivery of this Amendment, or at such later time as the Company, Alta, and Windward shall agree, at the offices of Xxxxxx Xxxxxxx Xxxxxxxx & Xxxxxx, P.C., 000 Xxxx Xxxx Xxxx, Xxxx Xxxx, Xxxxxxxxxx 00000-0000, all in accordance with Section 2 of the Purchase Agreement.
Except for 58,852 shares of Common Stock reserved for issuance under the Company's Stock Option Plan adopted on July 24, 1997 (the "Stock Option Plan"), 5,682 shares of Common Stock issuable upon the exercise of warrants (the "Alta Warrants") issued to certain investment funds affiliated with Alta Communications, Inc.
The Company has authorized and reserved for issuance upon exercise of the Warrants and the Alta Warrants not less than 12,682 shares of Common Stock and such shares will be, when issued in accordance with the Certificate of Incorporation, duly and validly authorized and issued, fully paid and nonassessable.
Alta hereby further agrees that the Alta Warrants are hereby amended to the extent required to make them consistent with the provisions of this Second Amendment.
In connection with Alta's purchase and sale of the Alta Shares, the Company hereby agrees to sell and issue the Alta Warrants to Alta, such Alta Warrants to be in the forms attached hereto as Exhibit A-1 and Exhibit A-2.
No officer, director or employee of the Company or any other person or entity has, or to the best knowledge of the Company claims to have or has any right to claim to have any interest in the Company's capital stock other than (i) as disclosed in Schedule 2.4 hereof, (ii) options to acquire certain of the 58,852 shares of Common Stock granted pursuant to the Stock Option Plan, (iii) the Alta Warrants, or (iv) as an Investor hereunder.
In consideration for the Company's sale and issuance of the Alta Warrants to Alta, Alta California Partners III, L.P. hereby agrees to pay the Company an aggregate of $96.74, and Alta Embarcadero Partners III, LLC hereby agrees to pay the Company an aggregate of $3.26, in each case payable by check or wire transfer at the Alta Closing (as defined below).