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Cancellation of the Warrant Sample Clauses

Cancellation of the Warrant. (a) The Company may cancel this Warrant in whole or in part at any time and from time to time before the Commencement Date, subject to the following conditions: (i) any partial cancellation of this Warrant shall be such that thereafter the number of Warrant Shares shall be a whole number; (ii) concurrently with any such cancellation, the Company shall repay the principal of the Notes in an amount equal to (i) the then outstanding aggregate principal amount of the Notes multiplied by (ii) a fraction, the numerator of which is the reduction in the number of Warrant Shares under all outstanding Warrants attributable to such cancellation and the denominator of which is 2,500,000; (iii) concurrently with such calculation, the Company shall pay to the Warrantholders, per rata in accordance with the number of Warrant Shares immediately preceding such cancellation, an amount equal to seven and one-half percent (7.5%) of the amount of the principal of the Notes repaid pursuant to Section 4.2(a)(ii); provided, however, that such amount shall equal five percent (5.0%) of the amount of the principal of the Notes repaid pursuant to Section 4.2(a)(ii) if such repayment is made before September 30, 1999. (b) The Company shall deliver to each Warrantholder an irrevocable cancellation notice in the form annexed hereto of each proposed cancellation of all or a portion of the Warrants not later than twenty (20) days prior to the proposed date of cancellation. Such notice shall state (i) the amount of the Warrant of such Warrantholder to be canceled, expressed in terms of Warrant Shares, (ii) the aggregate principal amount of the Notes to be repaid pursuant to Section 4.1(a)(ii) and (iii) the amount of the payment to be made to such Warrantholder pursuant to Section 4.1(a)(iii). On the date set forth for cancellation in such notice, the Warrants shall be canceled as provided in such notice and the amounts payable to the Warrantholders shall be due and payable in immediately available funds. Upon any partial cancellation of the Warrants, the Company shall execute and deliver a new Warrant of like terms and date for the balance of the Warrant Shares purchasable hereunder promptly upon receipt of the Warrant subject to cancellation; provided, however, that the issuance of a new Warrant as aforesaid shall not be necessary in order for a Warrantholder to exercise a Warrant which has been partially canceled for the balance of Warrant Shares purchasable thereunder.
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Cancellation of the Warrant. Upon the issuance of the New Warrant, the Warrant will be cancelled, and the Warrant Holder releases StarCloud Media from all its obligations under the Instrument of Warrant. Without limiting the generality of the preceding sentence, the Warrant Holder hereby surrenders and waives all rights that it has in respect of all of its unexercised Warrant and the unexercised Warrant is hereby cancelled. The Warrant Holder acknowledges and agrees that (a) no Warrant will be exercisable for any Series E Preferred Shares of StarCloud Media, and (b) the Warrant Holder does not have any further equity or other ownership interest in StarCloud Media whatsoever in respect of its unexercised Warrant, or the right to obtain the same, including, without limitation, any right to receive any distributions from, or exercise any control over, StarCloud Media.
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Cancellation of the Warrant. In the event the Company shall purchase or otherwise acquire the Warrant, the same shall be cancelled and retired.
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Cancellation of the Warrant. The Warrantholder’s right, title and interest in and to the Warrant Shares (and all portions thereof, and all rights from being a holder thereof) are hereby cancelled and terminated, are rendered null and void and have no further force and effect
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Cancellation of the Warrant. The Warrant is hereby terminated in its entirety as of the Effective Date and, from and after the Effective Date, shall be null and void and of no further force or effect. Within seven (7) days of the Effective Date, EPIR will deliver to Sunovia the original of the Warrant for cancellation by Sunovia. EPIR hereby represents and warrants that it has not sold, pledged or otherwise transferred any interest in, nor has it purported to sell, pledge or otherwise transfer or grant any interest in, or to exercise, the Warrant or the securities underlying such Warrant.
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Cancellation of the Warrant. The Redwood Parties represent and warrant that they never received the warrant for the purchase of 300,000 shares of LBAS common stock (the “Warrant”), which was granted on or about October 27, 2008 under the written agreement between LBAS and Redwood entitled Consulting Agreement entered into on or about October 26, 2008 (“Consulting Agreement”). After the Effective Date of this Agreement, LBAS is authorized under this Agreement to cancel the Warrant.
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Cancellation of the Warrant. Since Consultant previously exercised the full amount of the vested and exercisable portion of the Warrant and since the remaining portion of the Warrant is void due to the amendments set forth in Section 3 of this Amendment, the Warrant is hereby cancelled and shall be immediately returned to the Company by Consultant.
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Cancellation of the Warrant. At the Closing on the Closing Date, without the requirement of any action by FFT or any other person or entity, and subject to the performance of the transfer obligation of IPSI set forth in Section 2.1 above, the Warrant and all rights of FTT under the SPA to any warrant or other securities of IPSI or its Affiliates or subsidiaries as provided for in the SPA or otherwise shall be deemed automatically cancelled and terminated in its entirety and of no further force or effect, and such cancellation shall be deemed to be in full payment and consideration for the transfer to FFT of the FFT Shares and further in consideration of the benefits received or to be received by FFT pursuant to this Agreement.
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Related to Cancellation of the Warrant

  • Expiration of the Warrant This Warrant shall expire and shall no longer be exercisable as of the earlier of: (a) 5:00 p.m., Pacific time, on the twelve-month anniversary of the date of the Qualification Date; (b) (i) the acquisition of the Company by another entity by means of any transaction or series of related transactions to which the Company is a party (including, without limitation, any stock acquisition, reorganization, merger or consolidation, but excluding any sale of stock for capital raising purposes and any transaction effected primarily for purposes of changing the Company’s jurisdiction of incorporation) other than a transaction or series of related transactions in which the holders of the voting securities of the Company outstanding immediately prior to such transaction or series of related transactions retain, immediately after such transaction or series of transactions, as a result of shares in the Company held by such holders prior to such transaction or series of transactions, at least a majority of the total voting power represented by the outstanding voting securities of the Company or such other surviving or resulting entity (or if the Company or such other surviving or resulting entity is a wholly-owned subsidiary immediately following such acquisition, its parent), or (ii) a sale, lease or other disposition of all or substantially all of the assets of the Company and its subsidiaries taken as a whole by means of any transaction or series of related transactions, except where such sale, lease or other disposition is to a wholly-owned subsidiary of the Company; or (c) Immediately prior to the closing of a firm commitment underwritten public offering pursuant to an effective registration statement filed under the Securities Act covering the offering and sale of the Company’s common stock.

  • Replacement of the Warrant Subject to the receipt of evidence reasonably satisfactory to the Company of the loss, theft, destruction or mutilation of this Warrant and, in the case of loss, theft or destruction, on delivery of an indemnity agreement reasonably satisfactory in form and substance to the Company or, in the case of mutilation, on surrender and cancellation of this Warrant, the Company at the expense of the Holder shall execute and deliver, in lieu of this Warrant, a new warrant of like tenor and amount.

  • Cancellation of Warrants In the event the Company shall purchase or otherwise acquire Warrants, the same shall thereupon be cancelled and retired. The warrant agent (if so appointed) shall cancel any Warrant surrendered for exchange, substitution, transfer or exercise in whole or in part.

  • Cancellation of Shares If the Corporation shall make available, at the time and place and in the amount and form provided in this Agreement, the consideration for the Purchased Shares to be repurchased in accordance with the provisions of this Agreement, then from and after such time, the person from whom such shares are to be repurchased shall no longer have any rights as a holder of such shares (other than the right to receive payment of such consideration in accordance with this Agreement). Such shares shall be deemed purchased in accordance with the applicable provisions hereof, and the Corporation shall be deemed the owner and holder of such shares, whether or not the certificates therefor have been delivered as required by this Agreement.

  • Cancellation of Services (a) ARTC will request the HVCCC to inform ARTC on a weekly basis of the total number of cancelled services assigned to the Access Holder in the previous week by the Live Run Superintendent Group, as collated and reported by the HVCCC, and whether the total number of cancellations assigned to the Access Holder in that week has had, in the reasonable opinion of the HVCCC, an impact on Capacity, Coal Chain Capacity or the Capacity entitlement of another access holder in that week. (b) To avoid doubt, the number of cancelled services assigned to the Access Holder, as collated and reported by the HVCCC, may include cancellations of services scheduled to be used or operated by or on behalf of another access holder where the cancellation was assigned to the Access Holder by the Live Run Superintendent Group. (c) If ARTC is informed by the HVCCC that the cancellations in clause 11.6(a) have had, in the reasonable opinion of the HVCCC, an impact on Capacity, Coal Chain Capacity or the Capacity entitlement of another access holder, then ARTC may remove Path Usages from the Access Holder’s Base Path Usages in the Period immediately following the Period in which the cancellations had an impact on Capacity, Coal Chain Capacity, or the contractual entitlement of another access holder. (d) If Base Path Usages are removed in accordance with this clause 11.6(c), ARTC will delete the number of removed Path Usages from the Access Holder’s Annual Contracted Path Usages in the relevant Train Path Schedule by notice to the Access Holder. To avoid doubt, a cancellation or a reduction of Path Usages made available to the Access Holder as a result of a Capacity Shortfall under clause 6 will not constitute a cancellation under this clause 11.6. (e) The number of Path Usages to be removed from the Access Holder under (i) in respect of the number of cancellations assigned to the Access Holder due to a single event be no more than two; and (ii) in total will be no more than the number of cancellations reported in clause 11.6. (f) If ARTC is informed by the HVCCC that the cancellations reported in this clause 11.6 have had, in the reasonable opinion of the HVCCC, an impact on Capacity, Coal Chain Capacity or the Capacity entitlement of another access holder, but ARTC has not removed Base Path Usages from the Access Holder, then ARTC will provide written reasons for its decision not to remove Base Path Usages from the Access Holder to: (i) the HVCCC; or (ii) if requested, the Access Holder where it is not a member of the HVCCC, subject to any confidentiality restrictions, within 10 Business Days of making that decision. (g) To avoid doubt, the Access Holder’s obligation to pay TOP Charges will be unaffected by the removal of Base Path Usages under this clause 11.6. (h) Clause 14 does not apply to any determination by ARTC under this clause 11.6. (i) In exercising its rights under clause 11.6, ARTC is entitled to rely on information provided by, and the recommendations and opinions of, the HVCCC. (j) This clause 11.6 is subject to any changes arising from the review under section 5.8 of the Access Undertaking.

  • Cancellation of Options In exchange for the consideration described in Section 1.2 below, the Participant hereby agrees that the Award Agreement and the Participant’s interests in the Underwater Options shall be cancelled, terminated, and of no further force or effect, effective as of the Effective Date, and that neither the Company nor the Participant shall have any further rights or obligations with respect to the Award Agreement, the Underwater Options, or with respect to which any shares of Common Stock that could have been acquired upon vesting and exercise of the Underwater Options.

  • Examination of the Warrant Agreement A copy of this Agreement shall be available at all reasonable times at the office of the Warrant Agent in the Borough of Manhattan, City and State of New York, for inspection by the Registered Holder of any Warrant. The Warrant Agent may require any such holder to submit such holder’s Warrant for inspection by the Warrant Agent.

Most Referenced Clauses

Most Referenced Definitions