Examples of Series D Warrant Shares in a sentence
Holder shall execute and deliver the aggregate cash exercise price for such Series D Warrant to the bank account set forth on the Company’s signature page hereto and the Company shall deliver the Series D Warrant Shares to the Holder via the Depository Trust Company Deposit or Withdrawal at Custodian system pursuant to the instructions set forth on the Holder’s signature page hereto.
If this Warrant should be exercised in part only, the Company shall, upon surrender of this Warrant for cancellation, execute and deliver a Warrant evidencing the right of the Holder to purchase the balance of the aggregate number of Series D Warrant Shares purchasable hereunder as to which this Warrant has not been exercised or assigned.
As soon as practicable after each such exercise of this Warrant, but in no event later than 5 Business Days after the exercise of this Warrant, the Company shall issue and deliver to the Holder a certificate or certificates representing the Series D Warrant Shares issuable upon such exercise, registered in the name of the Holder or its designee.
This Warrant may be exchanged, at the option of the Holder thereof, for another Warrant, or other Warrants of different denominations, of like tenor and representing in the aggregate the right to purchase a like number of Series D Warrant Shares (or portions thereof), upon surrender to the Company or its duly authorized agent.
From January Convertible Notes (250%): 833,333 From October Convertible Notes (400%): 2,733,900 From May Convertible Notes (266.67%): 888,889 Warrant Shares (calculated per Section 4.18(a)): 2,733,900 Series A Warrant Shares (subject to the final paragraph of this signature page), 833,333 Series B Warrant Shares, 2,733,900 Series C Warrant Shares and 888,889 Series D Warrant Shares.
Upon each exercise of the Holder's rights to purchase Series D Warrant Shares, the Holder shall be deemed to be the holder of record of the Series D Warrant Shares, notwithstanding that the transfer books of the Company shall then be closed or certificates representing the Series D Warrant Shares with respect to which this Warrant was exercised shall not then have been actually delivered to the Holder.
Such Holder is acquiring the Series D Warrant Shares hereunder in the ordinary course of its business.
The Company represents that all shares of Common Stock issuable upon exercise of this Warrant are duly authorized and, upon receipt by the Company of the full payment for such Series D Warrant Shares, will be validly issued, fully paid, and nonassessable, without any personal liability attaching to the ownership thereof and will not be issued in violation of any preemptive or similar rights of shareholders.
Investors should note that the tax legislation of an investor’s country of residence for tax purposes (if not the UK, being the Company’s country of incorporation) may have an impact on the income received from the securities.
For the purposes of Rule 144, the Company acknowledges that the holding period of the Exchanged Series D Warrant Shares (if acquired using a Cashless Exercise (as defined in the Exchanged Series D Warrant)) may be tacked onto the holding period of the Existing Series D Warrants, and the Company agrees not to take a position contrary to this Section 4.4.