Additional Notes and Additional Warrants Clause Samples
The "Additional Notes and Additional Warrants" clause serves to supplement the main agreement with extra information, clarifications, or assurances provided by one or both parties. In practice, this clause may include specific representations about the condition of goods, disclosures about known issues, or further commitments not covered elsewhere in the contract. Its core function is to ensure that all relevant details and promises are formally recorded, thereby reducing ambiguity and helping to prevent future disputes over what was agreed upon.
Additional Notes and Additional Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(b) and 7(b) below, the Company agrees to issue and sell to each New Buyer, and each New Buyer shall have the right, for the first time on the 30th calendar day after the Initial Closing Date (as defined below) or, if any such date falls on a day that is not a Business Day (as defined below), the next day that is a Business Day and on each 30th calendar day thereafter or, if any such date falls on a day that is not a Business Day, the next day that is a Business Day, (each, an "Additional Closing Deadline"), but not later than 5:00 pm New York City time on the 155th calendar day after the Initial Closing Date (so that there may be up to five (5) Additional Closings (as defined below) (the fifth (5th) Additional Closing, the "Final Additional Closing"), to purchase (i) (x) in each of the first four (4) Additional Closings, an Additional Note in an original principal amount of up to $100,000 and (y) in the Final Additional Closing, an Additional Note in an original principal amount of up to $50,000, in each case along with (ii) Additional Warrants to acquire up to that number of shares of Common Stock equal to the number of Additional Conversion Shares underlying the Additional Notes to be purchased by such New Buyer in such Additional Closing, based on the initial Fixed Conversion Price. In order to require the Company to issue and sell to a New Buyer Additional Notes and Additional Warrants in an Additional Closing, a New Buyer must notify the Company in writing (an "Additional Closing Exercise Notice") at least two (2) Business Days prior to such Additional Closing Deadline that it is electing to exercise its right to require the Company to issue and sell Additional Notes and Additional Warrants (each, an "Additional Closing"), which Additional Closing Exercise Notice shall state the aggregate principal amount of Additional Notes (and the corresponding number of Additional Warrants) the New Buyer is electing to purchase in such Additional Closing (the "Additional Note Purchase Amount").
Additional Notes and Additional Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 1(c), 6(b) and 7(b) below, at the option of each Buyer from time to time, the Company shall issue and sell to each Buyer, at multiple closings, if applicable, and each Buyer severally, but not jointly, may purchase from the Company on an Additional Closing Date (as defined below), up to the principal amount of Additional Notes as is set forth opposite such Buyer's name in column (4) on the Schedule of Buyers, along with Additional Warrants to acquire up to 200 Additional Warrant Shares for each $1,000 principal amount of Additional Notes purchased (each, an "Additional Closing").
Additional Notes and Additional Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(c) and 7(c) below, the Company shall issue and sell to each Buyer, and each Buyer severally, but not jointly, shall purchase from the Company on the Additional Closing Date, a Additional Note in the original principal amount as is set forth opposite such Buyer’s name in column (3) on the Schedule of Buyers (Additional Closing), along with a Additional Warrant to initially acquire up to the aggregate number of Additional Warrant Shares as is set forth opposite such Buyer’s name in column (4) on the Schedule of Buyers (Additional Closing) (the “Additional Closing”).
Additional Notes and Additional Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 1(d), 6(c) and 7(c) below, at the option of each Buyer from time to time, the Company shall issue and sell to each Buyer, at multiple closings, if applicable, and each Buyer severally, but not jointly, may purchase from the Company on an Additional Closing Date (as defined below), up to the principal amount of Additional Notes as is set forth opposite such Buyer's name in column (5) on the Schedule of Buyers, along with Additional Warrants to acquire that number of Additional Warrant Shares for each $1,000 principal amount of Additional Notes purchased equal to the quotient of (A) $200 divided by (B) the Valuation Price (as appropriately adjusted for any stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock which occur after the date of this Agreement and, on the terms of Section 2 of the Additional Warrants in proportion to adjustments that would be made to the initial Exercise Price thereunder, for any issuances or deemed issuances of securities by the Company which occur after the date of this Agreement) (each, an "ADDITIONAL CLOSING").
Additional Notes and Additional Warrants. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 1(c), 6(b) and 7(b) below, the Company shall issue and sell to certain of the Buyers and such Buyers shall purchase from the Company on the Additional Closing Date (as defined below), a principal amount of Additional Notes, as is set forth opposite such Buyer's name in column (4) on the Schedule of Buyers, along with Additional Warrants to acquire that number of Additional Warrant Shares for each $1,000 principal amount of Additional Notes purchased equal to the quotient of (A) $180 divided by (B) the Valuation Price (as appropriately adjusted for any stock splits, stock dividends, stock combinations and other similar transactions of the Common Stock which occur after the date of this Agreement and, on the terms of Section 2 of the Additional Warrants in proportion to adjustments that would be made to the initial Exercise Price thereunder, for any issuances or deemed issuances of securities by the Company which occur after the date of this Agreement) (the "Additional Closing").
Additional Notes and Additional Warrants. Subject to satisfaction (or waiver) of the conditions set forth in Sections 1(c), 6(b) and 7(b) below, the Company may elect to issue and sell (or may be required by any Buyer to issue and sell), and each Buyer severally, but not jointly, if so elected by the Company (or if so required by such Buyer), shall be required to purchase on the applicable Additional Closing Date a principal amount of Additional Notes not to exceed such principal amount of Additional Notes as is set forth opposite such Buyer’s name in column (4) on the Schedule of Buyers, along with Additional Warrants to acquire that number of Additional Warrant Shares for each $1,000 principal amount of Additional Notes purchased equal to the quotient of (A) $150 divided by (B) the Additional Valuation Price.
Additional Notes and Additional Warrants