Warrant Coverage Clause Example from Business Contracts

Warrant Coverage. The Company shall issue to Wainwright or its designees warrants (the "Wainwright Warrants") to purchase that number of shares of common stock of the Company equal to 5.0% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) purchased in each Offering (and if an Offering includes a "greenshoe" option component, such number of shares of common stock underlying such additional option component, with the Wainwright Warrants issuable upon the closing of the ex...ercise of such option). If the Securities included in an Offering are 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, 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 (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