Guarantor Warrants definition
Examples of Guarantor Warrants in a sentence
If more than one Guarantor Warrant shall be presented for exercise at the same time by the Holder, the full number of Guarantor Warrant Shares which shall be issuable upon the exercise thereof shall be computed on the basis of the aggregate number of Guarantor Warrant Shares purchasable on exercise of the Guarantor Warrants so presented.
The Borrowers shall have paid all accrued reasonable expenses of the Lender (including all reasonable fees and expenses of the Consultants, advisors and counsel to the Lender) and any fees due to the Lender as of the Closing Date and shall have delivered to the Lender the Guarantor Warrants.
At the Initial Closing (as defined in Section 2 below), Augustine shall sell, assign and deliver to the Guarantors, the Guarantor Notes and the Guarantor Warrants, free and clear of any and all liens, claims, pledges, security interests and other encumbrances of any kind or nature, and the Guarantors shall purchase the Guarantor Notes and the Guarantor Warrants, for the amount specified in Section 3 below.
Subject to the conditions set forth in Section 12.1, the closing of the sale and purchase of the Guarantor Notes and the Guarantor Warrants (the “Initial Closing”) shall be held at 3:00 p.m., Chicago time, on July 28, 2006 or such other date that the foregoing conditions have been satisfied (or waived) in accordance with the terms hereof (such date and time of the Closing being referred to as the “Initial Closing Date”) and will be deemed to be effective at the end of that business day.
The Borrowers shall have paid all accrued reasonable expenses of the Lender (including all reasonable fees and expenses of the Consultants, advisors and counsel to the Lender) and any fees due to the Lender as of the Closing Date and shall have delivered to the Lender the Guarantor Shares and the Guarantor Warrants.
The Company covenants that all Warrant Shares which may be issued upon exercise of Guarantor Warrants will be, upon payment or other satisfaction of the Guaranty Exercise Price and issuance thereof, fully paid, nonassessable, free of preemptive rights and free from all taxes, liens, charges and security interests with respect to the issue thereof.
The Guarantors shall sell, assign and deliver to CGSY, the Guarantor Notes and the Guarantor Warrants, free and clear of any and all liens, claims, pledges, security interests and other encumbrances of any kind or nature, and CGSY shall purchase the Guarantor Notes and the Guarantor Warrants, for an aggregate amount equal to $800,000, plus an amount equal to 10% per annum, pro rated with respect to the number of days elapsing between the Initial Closing Date and the Second Closing Date.
The Company shall effect the assignment within ten days of receipt of such Assignment Notice, and shall deliver to the assignee(s) designated by the Holder a Funding Guarantor Warrant or Funding Guarantor Warrants of like tenor and terms for the specified number of shares.
Concurrent with or prior to the Second Closing Date, CGSY hereby agrees to purchase from the Guarantors the Guarantor Notes and the Guarantor Warrants upon the following terms.
The Company shall not be required to issue fractional Guarantor Warrant Shares upon the exercise of Guarantor Warrants.