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Warrant Subscription Agreement
"I need a Warrant Subscription Agreement for our Australian tech startup issuing warrants to a venture capital investor, with anti-dilution protection and a 5-year exercise period ending March 2025, covering 500,000 warrants at an exercise price of AUD 2.50 per share."
1. Parties: Identification of the issuing company and the warrant holder(s)
2. Background: Context of the warrant issuance, including any related transactions or arrangements
3. Definitions and Interpretation: Key terms used throughout the agreement and rules for interpretation
4. Issue of Warrants: Terms of warrant issuance, including number, class, and issue date
5. Subscription Rights: Details of the right to subscribe for shares, including subscription price and ratio
6. Exercise Period and Process: Timeframe and mechanics for exercising warrants
7. Payment Provisions: Terms for payment of the subscription price upon exercise
8. Adjustments: Mechanisms for adjusting warrant terms in response to corporate actions
9. Representations and Warranties: Standard representations by both parties regarding capacity and authority
10. Transferability: Rules governing the transfer of warrants to third parties
11. Notices: Communication requirements and contact details
12. General Provisions: Standard boilerplate clauses including governing law, jurisdiction, and amendments
13. Execution: Signature blocks and execution requirements
1. Tag-Along Rights: Include when warrant holders are to have the right to participate in sales of shares by major shareholders
2. Anti-Dilution Protection: Include when additional protection against dilution beyond standard adjustments is required
3. Registration Rights: Include for private companies that may go public, giving warrant holders rights to register their shares
4. Board Observer Rights: Include when warrant holders are to have the right to appoint board observers
5. Information Rights: Include when warrant holders are to receive specific company information beyond statutory requirements
6. Put Option: Include when warrant holders have the right to sell warrants back to the company
7. Confidentiality: Include when specific confidentiality provisions are needed beyond general provisions
1. Warrant Certificate: Form of warrant certificate to be issued
2. Exercise Notice: Form of notice to be used when exercising warrants
3. Deed of Adherence: Form of deed for new warrant holders to accede to the agreement
4. Adjustment Examples: Detailed examples of how adjustments will be calculated
5. Company Information: Key details about the company's share capital and structure
6. Subscription Price Calculation: Detailed methodology for calculating the subscription price
7. Transfer Notice: Form of notice for transferring warrants to third parties
Authors
ASIC
ASX
Business Day
Corporations Act
Completion
Completion Date
Confidential Information
Constitution
Directors
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Existing Shareholders
Expiry Date
Government Agency
GST
Issue Date
Issuing Company
Material Adverse Change
Ordinary Shares
Permitted Transfer
Related Body Corporate
Relevant Interest
Security Interest
Share Capital
Shareholders Agreement
Subscription Amount
Subscription Rights
Tax
Transfer Notice
Underlying Shares
Warrant
Warrant Certificate
Warrant Exercise Conditions
Warrant Holder
Warrant Register
Warranties
Issue of Warrants
Consideration
Subscription Rights
Exercise Conditions
Exercise Period
Exercise Process
Payment Terms
Adjustment Provisions
Anti-dilution Protection
Representations and Warranties
Company Undertakings
Subscriber Undertakings
Transfer Restrictions
Tag-Along Rights
Drag-Along Rights
Information Rights
Confidentiality
Corporate Actions
Share Capital Reorganization
Notices
Assignment
Amendment
Waiver
Severability
Entire Agreement
Further Assurance
Costs
Governing Law
Jurisdiction
Execution
Financial Services
Technology
Mining and Resources
Healthcare and Biotechnology
Real Estate
Infrastructure
Renewable Energy
Manufacturing
Retail
Professional Services
Legal
Finance
Corporate Development
Treasury
Compliance
Board of Directors
Company Secretariat
Risk Management
Investment Relations
Executive Leadership
Chief Financial Officer
General Counsel
Corporate Lawyer
Investment Manager
Private Equity Manager
Venture Capital Partner
Company Secretary
Financial Controller
Chief Executive Officer
Investment Banker
Corporate Finance Manager
Legal Counsel
Compliance Officer
Board Director
Treasury Manager
Find the exact document you need
Warrant Subscription Agreement
An Australian law-governed agreement setting out terms for warrant subscription and exercise rights, including share purchase conditions and investor protections.
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