Warrant Coverage Clause Example with 29 Variations from Business Contracts
This page contains Warrant Coverage clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% of the aggregate number of shares of common stock placed in each Offering (and if an Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock underlying such additional option component, with the Wainwright Warrants issuable upon the exercise of such opt...ion). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). The Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such Wainwright Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering is commenced (such price, the "Offering Price"). If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term of five (5) years and an exercise price equal to 125% of the Offering Price.View More
Variations of a "Warrant Coverage" Clause from Business Contracts
Warrant Coverage. The If the Securities included in an Offering include warrants, the Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 5.0% of the aggregate number of shares of common stock placed in each Offering (and Offering, and if an Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock underlying such additional op...tion component, with the Wainwright Warrants issuable upon the closing of the additional shares of common stock following the exercise of such option). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). option. The Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such the Wainwright Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering is commenced (such price, the "Offering Price"). If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term of five (5) no greater than 5 years and an exercise price equal to 125% of the Offering Price. public offering price of an Offering. 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.comMember: FINRA/SIPC Exhibit 10.2 3. Expense Allowance. Out of the proceeds of each Closing, the Company also agrees to pay Wainwright (a) $15,000 for non-accountable expenses and (c) up to $35,000 for actual out-of-pocket expenses of Wainwright, including reasonable fees and expenses of legal counsel; including the additional reimbursable amount payable by the Company pursuant to Paragraph D.3 hereunder; provided, however, that such reimbursement amount in no way limits or impairs the indemnification and contribution provisions of this Agreement. View More
Warrant Coverage. The If the Securities included in an Offering include warrants, the Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 5.0% of the aggregate number of shares of common stock placed in each Offering (and Offering, and if an Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock underlying such additional op...tion component, with the Wainwright Warrants issuable upon the closing of the additional shares of common stock following the exercise of such option). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). option. The Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such the Wainwright Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering is commenced (such price, the "Offering Price"). If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term of five (5) no greater than 5 years and an exercise price equal to 125% of the Offering Price. public offering price of an Offering. 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com1Member: FINRA/SIPC3.Expense Allowance. Out of the proceeds of each Closing, the Company also agrees to pay Wainwright (a) a management fee equal to 1.0% of the gross proceeds raised in each Offering; (b) $35,000 for non-accountable expenses; (c) up to $75,000 for fees and expenses of legal counsel and other out-of-pocket expenses; and (d) the additional reimbursable amount payable by the Company pursuant to Paragraph D.3 hereunder; provided, however, that such reimbursement amount in no way limits or impairs the indemnification and contribution provisions of this Agreement. View More
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 7.0% of the aggregate number of shares of common stock (or common stock equivalent but excluding any shares of Common Stock underlying any warrants (other than any "pre-funded" warrants) issued in an Offering, if applicable) placed in each Offering (and if an Offering includes a "greenshoe" or "additional inves...tment" option component, such number of shares of common stock underlying such additional option "greenshoe" or "additional investment" component, with the Wainwright Warrants issuable upon the exercise of such option). component). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). The Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright and the Company, have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the Offering (such price, the "Offering Price"). If warrants are issued to investors in an Offering, the Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such Wainwright Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) Offering Price. 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC 3. Expense Allowance. Out of the proceeds of each Closing, the Company also agrees to pay Wainwright (a) a management fee equal to 1.0% of the gross proceeds raised in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering; (b) $25,000 for non-accountable expenses (to be increased to $50,000 in case a public Offering is commenced contemplated or consummated); (c) up to $40,000 for fees and expenses of legal counsel and other out-of-pocket expenses (to be increased to $100,000 in case a public Offering is contemplated or consummated); plus the additional amount payable by the Company pursuant to Paragraph D.3 hereunder and, if applicable, the costs associated with the use of a third-party electronic road show service (such price, as NetRoadshow); provided, however, that such amount in no way limits or impairs the "Offering Price"). If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term indemnification and contribution provisions of five (5) years and an exercise price equal to 125% of the Offering Price. this Agreement. View More
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 7.0% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) placed in each Offering (and if an Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock underlying such additional option "greenshoe" or "additional in...vestment" component, with the Wainwright Warrants issuable upon the exercise of such option). component). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). The Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have the same terms as the warrants issued to investors in the applicable Offering, except that such Wainwright Warrants shall have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering is commenced (such price, the "Offering Price"). If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be have the same terms as the warrants issued to investors in a customary form reasonably acceptable to Wainwright, the applicable Offering, except that such Wainwright Warrants shall have a term of five (5) years and an exercise price equal to 125% of the Offering Price. 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC 3. Expense Allowance. Out of the proceeds of each Closing, the Company also agrees to pay Wainwright (a) a management fee equal to 1.0% of the gross proceeds raised in each Offering; (b) $35,000 for non-accountable expenses (to be increased to $50,000 in case a public Offering is contemplated or consummated); (c) up to $50,000 for fees and expenses of legal counsel and other out-of-pocket expenses (to be increased to $100,000 in case a public Offering is contemplated or consummated); plus the additional amount payable by the Company pursuant to Paragraph D.3 hereunder and, if applicable, the costs associated with the use of a third-party electronic road show service (such as NetRoadshow); provided, however, that such amount in no way limits or impairs the indemnification and contribution provisions of this Agreement. "Public Offering" shall bear the same meaning as "Public Offering" under IM-5635-3 of the Nasdaq rules. View More
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 3% of the aggregate number of shares of common stock Common Stock placed in each Offering (and if an Offering includes (if the Securities are convertible or include a "greenshoe" or "additional investment" option component, such number of shares of common stock Common Stock underlying such additional option com...ponent, with the Wainwright Warrants issuable upon the exercise of such option). Securities or options). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, non-convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). then market price of the Common Stock. The Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such the Wainwright Warrants shall have an exercise price equal to 125% of the per share public offering price per share (or unit, if applicable) in and have a term of exercise equal to 30 months from the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering is commenced (such price, the "Offering Price"). Closing. If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term of five (5) 5 years and an exercise price equal to 125% 110% of the Offering Price. then market price of the Common Stock. 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC 3. Expense Allowance. Out of the proceeds of each Closing, the Company also agrees to pay Wainwright a non-accountable expense allowance of $50,000 (provided, however, that such reimbursement amount in no way limits or impairs the indemnification and contribution provisions of this Agreement). Such reimbursement shall be payable immediately upon the closing of each Offering. View More
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock ordinary shares, par value NIS 0.25 per share ("Ordinary Shares"), of the Company equal to 6.0% of the aggregate number of shares of common stock Ordinary Shares placed in each Offering (and if an Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock Ordinary Shares underlying su...ch additional option component, with the Wainwright Warrants issuable upon the exercise of such option). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). The Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such Wainwright Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock Ordinary Shares on the date an Offering is commenced (such price, the "Offering Price"). If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term of five (5) years and an exercise price equal to 125% of the Offering Price. 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC Certain confidential information contained in this document, marked by brackets and asterisk, has been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K, because it (i) is not material and (ii) would be competitively harmful if publicly disclosed. View More
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 5.0% of the aggregate number of shares of common stock placed (or common stock equivalent, if applicable) purchased in each Offering (and if an Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock underlying such additional option component, with the... Wainwright Warrants issuable upon the closing of the exercise of such option). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, the number of shares of common stock underlying the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering from the sale of shares of common stock (or common stock equivalent, if applicable) divided by the Offering Price (as defined hereunder). The Wainwright Warrants shall have the same terms as the warrants warrants, if any, issued to investors in the applicable Offering, except that such Wainwright Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering is commenced (such price, the "Offering Price"). If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form (including, without limitation, with respect to anti-dilution rights) reasonably acceptable to Wainwright, have a term of five (5) years and an exercise price equal to 125% of the Offering Price. 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC 3. Expense Allowance. The Company also agrees to pay Wainwright, (a) out of the proceeds of each Closing, a management fee equal to 1.0% of the gross proceeds raised in such Offering, and (b) out of the proceeds of the first Closing, (i) the additional reimbursable amount payable by the Company pursuant to Paragraph D.3 hereunder, (ii) $25,000 for non-accountable expenses and (iii) up to $100,000 for reasonable and documented fees and expenses of legal counsel and other reasonable and documented out-of-pocket expenses; provided, that such reimbursement amount in no way limits or impairs the indemnification and contribution provisions of this Agreement. View More
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 5% of the aggregate number of shares of common stock Common Stock placed in each Offering (and if an Offering includes (if the Securities are convertible or include a "greenshoe" or "additional investment" option component, such number of shares of common stock Common Stock underlying such additional option com...ponent, Securities or options) (reduced to 2.5% with the Wainwright Warrants issuable upon the exercise of such option). respect to a Reduced Fee Investor). If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, non-convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). then market price of the Common Stock. The Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such Wainwright Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering is commenced (such price, the "Offering Price"). Offering. If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term of five (5) 5 years and an exercise price equal to 125% 135% of the Offering Price. then market price of the Common Stock. View More
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 5.0% of the aggregate number of shares of common stock placed in each the Offering (and if an the Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock underlying such additional option component, with the Wainwright Warrants issuable upon the exercis...e of such option). If the Securities included in an the Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). The Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such Wainwright Warrants shall have an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an the Offering is commenced (such price, the "Offering Price"). If no warrants are issued to investors in an the Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term of five (5) years and an exercise price equal to 125% of the Offering Price. 1 3. Expense Allowance. Out of the proceeds of each Closing, the Company also agrees to pay Wainwright (a) a management fee equal to 1.0% of the gross proceeds raised in the Offering provided, that, in no event shall any management fee be paid to Wainwright in connection with sales of Securities to jVen Capital, LLC, Merck & Co., Inc., any Chinese party introduced to the Company by M.S.Q. Ventures Inc., International Finance Corporation, or any of their respective affiliates; (b) $50,000 for non-accountable expenses; (c) up to $100,000 for fees and expenses of legal counsel; plus the additional reimbursable amount payable by the Company pursuant to Paragraph D.3 hereunder; provided, however, that such reimbursement amount in no way limits or impairs the indemnification and contribution provisions of this Agreement. View More
Warrant Coverage. The Company shall issue to Wainwright or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 5% of the aggregate number of shares of common stock Common Stock placed in each Offering (and if an Offering includes (which shall not include the shares of Common Stock underlying the warrants issued to investors in the Offering) (if the Securities are convertible or include a "greenshoe" or "additional inves...tment" option component, such shares of Common Stock underlying such Securities or options), provided, that if New Mountain Vantage Advisors, LLC or Linde North America or their affiliates invest in an Offering, the Wainwright Warrants with respect to such investors shall be 2.0% of the number of shares of common stock underlying Common Stock placed to such additional option component, with the Wainwright Warrants issuable upon the exercise of such option). investors. If the Securities included in an Offering are 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC convertible, non-convertible, the Wainwright Warrants shall be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). then market price of the Common Stock. The Wainwright Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that such the Wainwright Warrants shall will have an exercise price equal to 125% of the per share offering price per share (or unit, if applicable) in the applicable Offering and if such offering price is not available, the market price of the common stock on the date an Offering is commenced (such price, the "Offering Price"). shall otherwise comply with FINRA Rule 5110(g). If no warrants are issued to investors 430 Park Avenue | New York, New York 10022 | 212.356.0500 | www.hcwco.com Member: FINRA/SIPC in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, have a term of five (5) 5 years and an exercise price equal to 125% 110% of the Offering Price. then market price of the Common Stock. View More
