Examples of Exchange Warrant Shares in a sentence
Upon exercise of the Exchange Warrants in accordance with the terms thereof, the Exchange Warrant Shares when issued will be validly issued, fully paid and nonassessable and free from all preemptive or similar rights, taxes, liens, charges and other encumbrances with respect to the issue thereof, with the holders being entitled to all rights accorded to a holder of Parent Preferred Stock.
The Company agrees to take all actions, including, without limitation, the issuance by its legal counsel of any necessary legal opinions, necessary to issue the Exchanged Shares and the Exchange Warrant Shares (assuming a cashless exercise thereof) that are freely tradable on the Principal Market without restriction and not containing any restrictive legend without the need for any action by the Holder.
The Exchange Shares to be delivered by Buyer to Sellers at the Closing together with the Exchange Warrant Shares to be issued upon the exercise of the Exchange Warrants constitute ninety-five and three quarters percent (95.75%) of the issued and outstanding equity interests of Buyer on a fully-diluted basis (including Convertible Securities of Buyer), but excluding for such purposes the Buyer Warrants.
The Exchange Shares issued and delivered in accordance with Article I to Sellers are, and upon their issuance the Exchange Warrant Shares shall be, upon issuance and delivery of such Buyer Shares, fully paid and non-assessable, free and clear of all Liens, other than restrictions arising from applicable securities Laws, and any Liens incurred by Sellers, and the issuance and sale of such Buyer Shares pursuant hereto will not be subject to or give rise to any preemptive rights or rights of first refusal.
For the purposes of Rule 144, the Company acknowledges that the holding period of the Exchange Warrants (and, assuming a cashless exercise of the Exchange Warrants, the Exchange Warrant Shares) may be tacked onto the holding period of the Original Warrant and shall, consequently, be deemed to have been issued as of January 20, 2017 for purposes of Rule 144 and the Company agrees not to take a position contrary to this Section 3(d).
In the event the Xxxxxxx Family Foundation (or an Affiliate thereof) no longer has beneficial ownership of Shares, Exchange Warrants or Exchange Warrant Shares in the amount set forth in this Section 2(c), the Company may cause the Purchaser Designee to be replaced with a nominee acceptable to the Company.
Mike Chambers noted with the new ERP payroll module, once implemented, it will require timesheets be submitted every week.
Second, the Company shall reduce Registrable Securities represented by the Warrant Shares and Exchange Warrant Shares (applied, in the case that some Warrant Shares and Exchange Warrant Shares may be registered, to the Holders on a pro rata basis based on the total number of unregistered Warrant Shares and Exchange Warrant Shares held by such Holders).
In arguing that adolescent offenders are less culpable, the Court cited research demonstrating that adolescents are generally more “impetuous” than adults and are thus “overrepresented statistically in virtually every category of reckless behavior.” Simmons, 543 U.S. at 569 (citing J.
All Exchange Warrants issued on transfers or exchanges shall be dated the Initial Exercise Date and shall be identical with this Exchange Warrant except as to the number of Exchange Warrant Shares issuable pursuant thereto.