Common use of Conversion of Warrant Clause in Contracts

Conversion of Warrant. The Holder shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to the Expiration Time by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive office of the Company at the address set forth on the signature page hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder at the address of such Holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section 2. Upon conversion of this Warrant in accordance with this Section 3, the Holder hereof shall be entitled to receive a certificate for the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock equal to the difference, if any, between the number of shares of Warrant Stock subject hereto and the number of shares of Warrant Stock as to which this Warrant is so converted.

Appears in 2 contracts

Samples: Pointcast Inc, Pointcast Inc

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Conversion of Warrant. The Holder registered holder hereof shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or after the Vesting Time and at or prior to the Expiration Time Time, by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive office of the Company at the address set forth on the signature page in Section 1(c) hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder registered holder hereof at the address of such Holder holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section 2. Upon conversion exercise of this Warrant in accordance with this Section 3conversion right, the Holder holder hereof shall be entitled to receive a certificate for the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock of the Company equal to the differencequotient obtained by dividing [(A - B)(Y)] by (A), if any, between where: A = the number Fair Market Value (as defined below) of shares one share of Warrant Stock subject hereto on the date of conversion of this Warrant; B = the Exercise Price for one share of Warrant Stock under this Warrant; and Y = the number of shares of Warrant Stock as to which this Warrant is so being converted. If the above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 2 contracts

Samples: Rambus Inc, Rambus Inc

Conversion of Warrant. (a) The Holder shall have the right to convert this Warrant, in whole or in partpart with respect to any Warrant Shares as to which this Warrant is currently exercisable, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to during the period commencing on the Initial Exercise Date and ending on the Expiration Time Date, by the payment of the Exercise Price (as hereinafter defined), presentation and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the Corporation at its principal executive office of the Company at the address set forth on the signature page hereof (or such other office or agency of as the Company as it Corporation may designate by notice in writing to the Holder at the address of such Holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section 2. Upon conversion of this Warrant in accordance with Section 10.4, together with a properly completed and duly executed conversion form, in the form attached hereto, which conversion form shall specify the number of Warrant Shares as to which this Section 3Warrant is being converted (the "Subject Shares"). Upon exercise of this conversion right, the Holder holder hereof shall be entitled to receive a certificate that number of Warrant Shares equal to the quotient obtained by dividing [ (A - B) (X) ] by (A), where: A = the Fair Market Value of one Warrant Share on the date of conversion of this Warrant. B = the Exercise Price for one Warrant Share under this Warrant. X = the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock equal to the difference, if any, between the number of shares of Warrant Stock subject hereto and the number of shares of Warrant Stock Subject Shares as to which this Warrant is so being converted. If the above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 1 contract

Samples: Subordination Agreement (Hybrid Networks Inc)

Conversion of Warrant. The Holder registered holder hereof shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to the Expiration Time Time, by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive office of the Company at the address set forth on the signature page in Section I hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder registered holder hereof at the address of such Holder holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section 2. Upon conversion exercise of this Warrant in accordance with this Section 3conversion right, the Holder holder hereof shall be entitled to receive a certificate for the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock of the Company equal to the differencequotient obtained by dividing [(A - B)(X)] by (A), if any, between where: A = the number Fair Market Value (as defined below) of shares one share of Warrant Stock subject hereto and on the date of conversion of this Warrant. B = the Exercise Price for one share of Warrant Stock under this Warrant. X = the number of shares of Warrant Stock as to which this Warrant is so being converted. If the above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 1 contract

Samples: Cobalt Group Inc

Conversion of Warrant. The Holder shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to the Expiration Time by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive headquarters office of the Company at the address set forth on the signature page hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder at the address of such Holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment Upon exercise of this conversion right, the Holder shall be entitled to x (A-B) Y = ------- A receive that number of shares of the Exercise Price may be made Company's Common Stock computed by cash, check or wire transfer or, at using the election of following formula: Y = the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using to be issued to the formula set forth in Section 2Holder. Upon A = the Fair Market Value (as defined below) of one share of the Company's Common Stock on the date of conversion of this Warrant in accordance with Warrant. B = the Exercise Price for one share of the Company's Common Stock under this Section 3, the Holder hereof shall be entitled to receive a certificate for Warrant. X = the number of shares of Warrant Common Stock determined that the Holder desires to purchase pursuant to complete or partial conversion of the Warrant. If the above calculation results in accordance with the foregoinga negative number, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of then no shares of Warrant Stock equal to the difference, if any, between the number shall be issued or issuable upon conversion of shares of Warrant Stock subject hereto and the number of shares of Warrant Stock as to which this Warrant is so convertedWarrant.

Appears in 1 contract

Samples: Hypermedia Communications Inc

Conversion of Warrant. The Holder shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of upon an Acquisition of the CompanyAcquisition) and from time to time at or prior to the Expiration Time expiration or termination hereof by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive headquarters office of the Company at the address set forth on the signature page hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder at the address of such Holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment Upon exercise of this conversion right, the Holder shall be entitled to receive that number of shares of the Exercise Price may be made Company's Common Stock computed by cash, check or wire transfer or, at using the election of following formula: X (A-B) Y = -------- A Y = the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using to be issued to the formula set forth in Section 2Holder. Upon A = the Fair Market Value (as defined below) of one share of the Company's Common Stock on the date of conversion of this Warrant in accordance with this Section 3, Warrant. B = the Holder hereof shall be entitled to receive a certificate for Exercise Price. X = the number of shares of Warrant Stock determined to be converted into shares of Common Stock pursuant to this Section 3. If the above calculation results in accordance with the foregoinga negative number, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of then no shares of Warrant Stock equal to the difference, if any, between the number shall be issued or issuable upon conversion of shares of Warrant Stock subject hereto and the number of shares of Warrant Stock as to which this Warrant is so convertedWarrant.

Appears in 1 contract

Samples: Usweb Corp

Conversion of Warrant. The Holder registered holder hereof shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to the Expiration Time Time, by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive office of the Company at the address set forth on the signature page in Section 1 hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder registered holder hereof at the address of such Holder holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section 2. Upon conversion exercise of this Warrant in accordance with this Section 3conversion right, the Holder holder hereof shall be entitled to receive a certificate for the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock of the Company equal to the differencequotient obtained by dividing [(A - B)(X)] by (A), if any, between where: A = the number Fair Market Value (as defined below) of shares one share of Warrant Stock subject hereto and on the date of conversion of this Warrant. B = the Exercise Price for one share of Warrant Stock under this Warrant. X = the number of shares of Warrant Stock as to which this Warrant is so being converted. If the above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 1 contract

Samples: Cobalt Group Inc

Conversion of Warrant. (a) The Holder shall have the right to convert this Warrant, in whole or in partpart with respect to any Warrant Shares as to which this Warrant is currently exercisable, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to during the period commencing on the Initial Exercise Date and ending on the Expiration Time Date, by the payment of the Exercise Price (as hereinafter defined), presentation and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the Corporation at its principal executive office of the Company at the address set forth on the signature page hereof (or such other office or agency of as the Company as it Corporation may designate by notice in writing to the Holder at the address of such Holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section 2. Upon conversion of this Warrant in accordance with Section 10.4), together with a properly completed and duly executed conversion form, in the form attached hereto, which conversion form shall specify the number of Warrant Shares as to which this Section 3Warrant is being converted (the "SUBJECT SHARES"). Upon exercise of this conversion right, the Holder hereof shall be entitled to receive a certificate that number of Warrant Shares equal to the quotient obtained by dividing [ (A - B) (X) ] by (A), where: A = the Fair Market Value of one Warrant Share on the date of conversion of this Warrant. B = the Exercise Price for one Warrant Share under this Warrant. X = the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock equal to the difference, if any, between the number of shares of Warrant Stock subject hereto and the number of shares of Warrant Stock Subject Shares as to which this Warrant is so being converted. If the above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 1 contract

Samples: Investor Rights Agreement (Hybrid Networks Inc)

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Conversion of Warrant. The Holder registered holder hereof shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to the Expiration Time Time, by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive office of the Company at the address set forth on the signature page in Section 1 hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder registered holder hereof at the address of such Holder holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section section 2. Upon conversion exercise of this Warrant in accordance with this Section 3conversion right, the Holder holder hereof shall be entitled to receive a certificate for the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock of the Company equal to the differencequotient obtained by dividing (A-B) (X) by (A), if any, between where: A = the number Fair Market Value (as defined below) of shares one share of Warrant Stock subject hereto and on the date of the conversion of this Warrant. B = the Exercise Price for one share of Warrant Stock as to which this Warrant is being converted. X = the number of shares of Warrant Stock as to which this Warrant is so being converted. If the above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 1 contract

Samples: LXN Corp

Conversion of Warrant. The Holder registered holder hereof shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to the Expiration Time Time, by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive office of the Company at the address set forth on the signature page in Section 1 hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder registered holder hereof at the address of such Holder holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section 2. Upon conversion exercise of this Warrant in accordance with this Section 3conversion right, the Holder holder hereof shall be entitled to receive a certificate for the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock of the Company equal to the differencequotient obtained by dividing [(A - B)(X)] by (A), if any, between where: A = the number Fair Market Value (as defined below) of shares one share of Warrant Stock subject hereto and on the date of conversion of this Warrant. B = the Exercise Price for one share of Warrant Stock under this Warrant. X = the number of shares of Warrant Stock as to which this Warrant is so being converted. If the at above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 1 contract

Samples: LXN Corp

Conversion of Warrant. (a) The Holder shall have the right to convert this Warrant, in whole or in partpart with respect to any Warrant Shares as to which this Warrant is currently exercisable, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to during the period commencing on the Initial Exercise Date and ending on the Expiration Time Date, by the payment of the Exercise Price (as hereinafter defined), presentation and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the Corporation at its principal executive office of the Company at the address set forth on the signature page hereof (or such other office or agency of as the Company as it Corporation may designate by notice in writing to the Holder at the address of such Holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section 2. Upon conversion of this Warrant in accordance with Section 10.4, together with a properly completed and duly executed conversion form, in the form attached hereto, which conversion form shall specify the number of Warrant Shares as to which this Section 3Warrant is being converted (the "SUBJECT SHARES"). Upon exercise of this conversion right, the Holder holder hereof shall be entitled to receive a certificate that number of Warrant Shares equal to the quotient obtained by dividing [ (A - B) (X) ] by (A), where: A = the Fair Market Value of one Warrant Share on the date of conversion of this Warrant. B = the Exercise Price for one Warrant Share under this Warrant. X = the number of shares of Warrant Stock determined in accordance with the foregoing, and a new Warrant in substantially identical form and dated as of such conversion for the purchase of that number of shares of Warrant Stock equal to the difference, if any, between the number of shares of Warrant Stock subject hereto and the number of shares of Warrant Stock Subject Shares as to which this Warrant is so being converted. If the above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 1 contract

Samples: Rights Agreement (Hybrid Networks Inc)

Conversion of Warrant. The Holder registered holder hereof shall have the right to convert this Warrant, in whole or in part, at any time (including, but not limited to, the occurrence of an Acquisition of the Company) and from time to time at or prior to the Expiration Time Time, by the payment of the Exercise Price (as hereinafter defined), and surrender of this Warrant and the Notice of Conversion form attached hereto duly executed to the principal executive office of the Company at the address set forth on the signature page in Section 1 hereof (or such other office or agency of the Company as it may designate by notice in writing to the Holder registered holder hereof at the address of such Holder holder appearing on the books of the Company), into shares of Warrant Stock as provided in this Section 3. Payment of the Exercise Price may be made by cash, check or wire transfer or, at the election of the Warrantholder, may be made on a "net exercise" basis, in which event the Company shall issue the Warrantholder a number of shares of Common Stock computed using the formula set forth in Section section 2. Upon conversion exercise of this Warrant in accordance with this Section 3conversion right, the Holder holder hereof shall be entitled to receive a certificate that number of shares of Warrant Stock of the Company equal to the quotient obtained by dividing (A-B) (X) by (A), where: A = the Fair Market Value (as defined below) of one share of Warrant Stock on the date of the conversion of this Warrant. B = the Exercise Price for one share of Warrant Stock as to which this Warrant. X = the number of shares of Warrant Stock determined in accordance with the foregoingissuable upon conversion of this Warrant or, and if this Warrant is being converted pursuant hereto for a new Warrant in substantially identical form and dated as of such conversion for the purchase of that fewer number of shares of Warrant Stock equal to the differenceStock, if any, between the then that number of shares of Warrant Stock subject hereto and the number of shares of Warrant Stock as to which this Warrant is so being converted. If the above calculation results in a negative number, then no shares of Warrant Stock shall be issued or issuable upon conversion of this Warrant.

Appears in 1 contract

Samples: LXN Corp

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