Warrant Coverage Clause Example with 29 Variations from Business Contracts

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, but shall not include any shares of common stock underlying warrants issued in each Offering (other than pre-funded warrants)) placed in each Offering (and if an Offering includes a "greenshoe" or "additional inve...stment" 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 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.comMember: FINRA/SIPC 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 each Offering; (b) $25,000 for non-accountable expenses; (c) up to $75,000 for fees and expenses of legal counsel and other out-of-pocket expenses; 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. Such Expense Allowance shall be payable immediately upon (but only in the event of) the closing of an 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 of the Company equal to 6.0% 4% 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 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) 3 years and an exercise price equal to 125% (i) $10.00 in connection with the initial Offering only and (ii) 120% of the then public offering price of the Common Stock in any other Offering Price. hereunder. View More

Warrant Coverage. The Company shall issue to Wainwright Wainwright, or its designees at each Closing, unregistered warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 6.0% 6% of the aggregate number of shares of common stock Common Stock placed by Wainwright in each Offering (and if an (if the Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock Common Stock underlying such additional option co...mponent, 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 options shall not be determined by dividing the gross proceeds raised in such Offering divided by the Offering Price (as defined hereunder). included). 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 price. The Wainwright Warrants shall not available, the market price have any provisions requiring registration of the common stock on shares underlying the date an Offering is commenced (such price, the "Offering Price"). Wainwright Warrants. If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, Wainwright and the Company, have a term of five (5) 5 years and an exercise price equal to 125% of the per share Offering Price. price. 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% 7.5% 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 component, with the Wainwrigh...t 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 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 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, provided that such amount shall be increased to $50,000 in case of a registered Offering and; (c) $50,000 for legal fees and expenses, provided that such amount shall be increased to up to $100,000 in case of a registered Offering; 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% 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 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 of a public Offering); 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. View More

Warrant Coverage. The Company shall issue to Wainwright Wainwright, or its designees at each Closing, warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company ("Common Stock") equal to 6.0% 6% of the aggregate number of shares of common stock Common Stock or pre-funded warrants, if applicable, placed by Wainwright in each Offering (and if an (if the Offering includes a "greenshoe" or "additional investment" option component, such number of shares of common stock Common... Stock underlying such additional option component, with the Wainwright Warrants issuable shall be included only 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 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"). price. If no warrants are issued to investors in an Offering, the Wainwright Warrants shall be in a customary form reasonably acceptable to Wainwright, Wainwright and the Company, have a term of five (5) 5 years and an exercise price equal to 125% of the per share Offering Price. price. 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% of the aggregate number of shares of common stock Common Stock placed in each Offering (and if an Offering includes (if the Securities include a "greenshoe" or "additional investment" option component, such number of shares of common stock Common Stock underlying such additional option component, options if exe...rcised); provided, however, that no warrants will be issued to Wainwright in connection with the Wainwright Warrants issuable upon the exercise of such option). an ATM Offering. 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"). commenced. 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 then market price of the Common Stock. Notwithstanding the foregoing, Wainwright shall be entitled to only 3.0% warrant coverage with respect to any proceeds raised in an Offering Price. from any of the individuals or entities listed on Exhibit B1 and on Exhibit B2. 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. 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 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 suc...h 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 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 3. Expense Allowance. Out of the proceeds of each Closing, the Company also agrees to pay Wainwright (a) $35,000 for non-accountable expenses; (b) up to $50,000 for fees and expenses of legal counsel and other out-of-pocket expenses; 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% 3.0% 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 suc...h 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 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. Price.3.Expense Allowance. Out of the proceeds of each Closing, the Company also agrees to pay Wainwright $50,000 for non-accountable expenses of Wainwright; 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