per Unit Sample Clauses
per Unit. The Company is advised by the Representatives that the Underwriters intend (i) to make a public offering of their respective portions of the Firm Units as soon after the effective date of the Registration Statement as in the Representatives’ judgment is advisable and (ii) initially to offer the Firm Units upon the terms set forth in the Prospectus. In addition, the Company hereby grants to the several Underwriters the option (the “Over-Allotment Option”) to purchase, and upon the basis of the representations and warranties and subject to the terms and conditions herein set forth, the Underwriters shall have the right to purchase, severally and not jointly, from the Company, ratably in accordance with the number of Firm Units to be purchased by each of them, all or a portion of the Additional Units as may be necessary to cover over-allotments made in connection with the offering of the Firm Units, at the same purchase price per Firm Unit to be paid by the Underwriters to the Company. The Over-Allotment Option may be exercised by UBS and Barclays on behalf of the several Underwriters at any time and from time to time on or before the forty-fifth day following the date of the Prospectus, by written notice to the Company. Such notice shall set forth the aggregate number of Additional Units as to which the Over-Allotment Option is being exercised and the date and time when the Additional Units are to be delivered (any such date and time being herein referred to as an “additional time of purchase”); provided, however, that no additional time of purchase shall be earlier than the “time of purchase” (as defined below) nor earlier than the second business day after the date on which the Over-Allotment Option shall have been exercised nor later than the tenth business day after the date on which the Over-Allotment Option shall have been exercised. The number of Additional Units to be sold to each Underwriter shall be the number which bears the same proportion to the aggregate number of Additional Units being purchased as the number of Firm Units set forth opposite the name of such Underwriter on Schedule A hereto bears to the total number of Firm Units (subject, in each case, to such adjustment as the Representatives may determine to eliminate fractional shares), subject to adjustment in accordance with Section 8 hereof. In addition to the discount from the public offering price represented by the Purchase Price set forth in the first sentence of this Section 1, the...
per Unit. The aggregate purchase price for the Units shall be as set forth on the signature page hereto (the "Purchase Price") and shall be payable upon execution hereof by check or wire transfer of immediately available funds.
per Unit. The purchases of the Units by the Purchasers shall be evidenced by the execution of Subscription Agreements by each of the Purchasers and the Company.
per Unit. The Partnership shall not be obligated to deliver any of the Units to be delivered on any Delivery Date, except upon payment for all such Units to be purchased on such Delivery Date as provided herein.
per Unit. Selling Jurisdictions The Units may be sold in Canada or in other jurisdictions other than the United States where they may be lawfully sold (the “Selling Jurisdictions”). Exemptions The offering will be made in accordance with the following exemptions from the prospectus requirements:
per Unit. The Manager shall not direct the Registrar and Transfer Agent to allot and issue Units of the same class subsequent to the Trust’s initial public offering, except: (i) if the net proceeds per Unit to be received by the Trust are not less than 100% of the most recently calculated Net Asset Value per Unit prior to, or upon, the determination of the pricing of such issuance; or (ii) by way of Unit distribution in connection with an income distribution. Immediately after a pro rata distribution of Units to all Unitholders in satisfaction of any non-cash distribution, the number of outstanding Units will be consolidated as described in Section 4.3 hereof such that each Unitholder will hold, after the consolidation, the same number of Units as the Unitholder held before the non-cash distribution, subject to any reduction contemplated in Section 4.5 where withholding is required. Subject to the foregoing, the Trust may also allot and issue additional classes of Units or series of Units within each class at such time or times, and in such manner, as the Manager in its sole discretion shall determine.
per Unit. Each Unit consists of one common share in the capital of the Corporation (a "PURCHASED SHARE") and one-half of one common share purchase warrant (each whole common share purchase warrant, a "WARRANT"). Each Warrant entitles the holder, upon exercise at any time on or before the day that is four years from the Closing Date (as defined below), to acquire from the Corporation, at a price of $3.25 per Warrant, one common share in the capital of the Corporation (a "WARRANT SHARE"). The Subscriber agrees to be bound by the terms of this Subscription Agreement and, without limitation, agrees that the Corporation and the Agent may rely upon the Subscriber's covenants, representations and warranties herein. ______________________________________________________ (Name of Subscriber - please print) Account Reference:____________________________________ By:___________________________________________________ Authorized Signature ______________________________________________________ (Official Capacity or Title - please print) ______________________________________________________ (Please print name of individual whose signature appears above if different than the name of the subscriber printed above.) ______________________________________________________ (Subscriber's Address) ______________________________________________________ ______________________________________________________ ______________________________________________________ (Telephone Number) REGISTER THE PURCHASED SHARES, THE WARRANTS AND THE --------------------------------------------------- WARRANT SHARES AS SET FORTH BELOW: ---------------------------------- ______________________________________________________ (Name) ______________________________________________________ (Account Reference, if applicable) ______________________________________________________ (Address) ______________________________________________________ (Telephone Number) Number of Units:______________________________________
per Unit. The Units, Series E Shares, the Conversion Shares, the Warrants and the Warrants issued or issuable to the Purchasers pursuant to this Agreement shall be referred to in this Agreement as the “Securities.”
per Unit. Each Unit consists of (i) 1 share of the Company’s common stock, par value $0.001 per share (the “Common Stock”) and (ii) a 5 year warrant (each, a “Warrant” and collectively, the “Warrants”) to purchase 1 share of Common Stock at an exercise price of $.70 per share.
per Unit. The Firm Units are to be offered initially to the public (the "Offering") at the offering price of $8.00 per Firm Unit. Each Unit consists of one share of the Company's common stock, par value $.001 per share (the "Common Stock"), and one warrant to purchase one share of Common Stock (the "Warrant(s)"). The shares of Common Stock and the Warrants included in the Firm Units will not be separately transferable until 90 days after the effective date (the "Effective Date") of the Registration Statement (as defined in Section 2.1.1 hereof) unless Maxim informs the Company of its decision to allow earlier separate trading, but in no event will Maxim allow separate trading until the preparation of an audited balance sheet of the Company reflecting receipt by the Company of the proceeds of the Offering and the filing by the Company with the Securities and Exchange Commission (the "Commission") of a Current Report on Form 8-K which includes such balance sheet. Each Warrant entitles its holder, upon exercise, to purchase one share of Common Stock for $6.00 during the period commencing on the later of the consummation by the Company of its "Business Combination" or one year from the Effective Date of the Registration Statement and terminating on the four-year anniversary of the Effective Date, unless earlier redeemed as provided in the Warrant Agreement (as defined in Section 2.21 hereof). As used herein, the term "Business Combination" shall mean the acquisition by the Company, whether by merger, capital stock exchange, asset or stock acquisition or other similar type of transaction, or a combination of the foregoing, of one or more vessels or operating businesses in the shipping industry (as described more fully in the Registration Statement).