Warrant Coverage Clause Example 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 5.0% of the aggregate number of shares of common stock placed in the Offering (and if 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 exercise of such opt...ion). If the Securities included in the Offering are 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 the Offering is commenced (such price, the "Offering Price"). If no warrants are issued to investors in 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