Execution, Issuance, and Delivery of Warrant Certificates. (a) Each Warrant Certificate, whenever issued, shall be dated as of the date of countersignature thereof by the Warrant Agent (the "Issue Date"), either upon initial issuance or upon exchange, substitution or transfer and shall be executed on behalf of GenTek by its Chairman of the Board, Chief Executive Officer, President, any Vice President, Treasurer or Assistant Treasurer either manually or by facsimile signature printed thereon. The Warrant Certificates shall be countersigned by manual or facsimile signature of the Warrant Agent and shall not be valid for any purpose unless so countersigned. In the event that any officer of GenTek whose signature shall have been placed upon any of the Warrant Certificates shall cease to be an officer of GenTek before countersignature by the Warrant Agent and the issuance and delivery thereof, such Warrant Certificates may, nevertheless, be countersigned by the Warrant Agent and issued and delivered with the same force and effect as though such person had not ceased to be such officer of GenTek. (b) GenTek shall instruct the Warrant Agent to countersign, issue and deliver, at the expense of GenTek, Warrant Certificates evidencing Tranche A Warrants to purchase an aggregate of up to 1,173,184 shares of Common Stock (subject to adjustment in accordance with the terms of this Agreement), subject to increase in certain cases pursuant to Sections 4.3(g) and 4.3(h) of the Plan and the provisions of Section 4.01 hereof, at the times required by, and in accordance with the terms and conditions of, the Plan. The Warrant Agent shall, and is hereby authorized to, countersign, issue and deliver Tranche A Warrants as and when so instructed by GenTek. In addition, the Warrant Agent is hereby authorized to countersign, issue and deliver Warrant Certificates as required by Section 2.03, Section 3.03 or Article V.
Appears in 1 contract
Samples: Warrant Agreement (Gentek Inc)
Execution, Issuance, and Delivery of Warrant Certificates. (a) Each Warrant Certificate, whenever issued, shall be dated as of the date of countersignature thereof by the Warrant Agent (the "Issue Date"), either upon initial issuance or upon exchange, substitution or transfer and shall be executed on behalf of GenTek by its Chairman of the Board, Chief Executive Officer, President, any Vice President, Treasurer or Assistant Treasurer either manually or by facsimile signature printed thereon. The Warrant Certificates shall be countersigned by manual or facsimile signature of the Warrant Agent and shall not be valid for any purpose unless so countersigned. In the event that any officer of GenTek whose signature shall have been placed upon any of the Warrant Certificates shall cease to be an officer of GenTek before countersignature by the Warrant Agent and the issuance and delivery thereof, such Warrant Certificates may, nevertheless, be countersigned by the Warrant Agent and issued and delivered with the same force and effect as though such person had not ceased to be such officer of GenTek.
(b) GenTek shall instruct the Warrant Agent to countersign, issue and deliver, at the expense of GenTek, Warrant Certificates evidencing Tranche A B Warrants to purchase an aggregate of up to 1,173,184 619,095 shares of Common Stock (subject to adjustment in accordance with the terms of this Agreement), subject to increase in certain cases pursuant to Sections 4.3(g) and 4.3(h) of the Plan and the provisions of Section 4.01 hereof, at the times required by, and in accordance with the terms and conditions of, the Plan. The Warrant Agent shall, and is hereby authorized to, countersign, issue and deliver Tranche A B Warrants as and when so instructed by GenTek. In addition, the Warrant Agent is hereby authorized to countersign, issue and deliver Warrant Certificates as required by Section 2.03, Section 3.03 or Article V.
Appears in 1 contract
Samples: Warrant Agreement (Gentek Inc)
Execution, Issuance, and Delivery of Warrant Certificates. (a) Each Warrant Certificate, whenever issued, shall be dated as of the date of countersignature thereof by the Warrant Agent (the "βIssue Date"β), either upon initial issuance or upon exchange, substitution or transfer and shall be executed on behalf of GenTek the Company by its Chairman of the Board, Chief Executive Officer, President, President or any Vice President, Treasurer or Assistant Treasurer either manually or by facsimile signature printed thereon. The Warrant Certificates shall be countersigned by manual or facsimile signature of the Warrant Agent and shall not be valid for any purpose unless so countersigned. In the event that any officer of GenTek the Company whose signature shall have been placed upon any of the Warrant Certificates shall cease to be an officer of GenTek the Company before countersignature by the Warrant Agent and the issuance and delivery thereof, such Warrant Certificates may, nevertheless, be countersigned by the Warrant Agent and issued and delivered with the same force and effect as though such person had not ceased to be such officer of GenTekthe Company.
(b) GenTek The Company shall instruct the Warrant Agent to countersign, issue and deliver, at the expense of GenTekthe Company, Warrant Certificates evidencing Tranche A Warrants to purchase an aggregate of up to 1,173,184 shares of 15,000,000 Common Stock (subject to adjustment in accordance with the terms of this Agreement), subject to increase in certain cases pursuant to Sections 4.3(g) and 4.3(h) of the Plan and the provisions of Section 4.01 hereof, Units at the times required by, and in accordance with the terms and conditions of, the Plan. The Warrant Agent shall, and is hereby authorized to, countersign, issue and deliver Tranche A Warrants as and when so instructed by GenTekthe Company. In addition, the Warrant Agent is hereby authorized to countersign, issue and deliver Warrant Certificates as required by Section 2.032.04, Section 3.03 or Article ARTICLE V.
Appears in 1 contract
Execution, Issuance, and Delivery of Warrant Certificates. (a) Each Warrant Certificate, whenever issued, shall be dated as of the date of countersignature thereof by the Warrant Agent (the "Issue Date"), either upon initial issuance or upon exchange, substitution or transfer and shall be executed on behalf of GenTek by its Chairman of the Board, Chief Executive Officer, President, any Vice President, Treasurer or Assistant Treasurer either manually or by facsimile signature printed thereon. The Warrant Certificates shall be countersigned by manual or facsimile signature of the Warrant Agent and shall not be valid for any purpose unless so countersigned. In the event that any officer of GenTek whose signature shall have been placed upon any of the Warrant Certificates shall cease to be an officer of GenTek before countersignature by the Warrant Agent and the issuance and delivery thereof, such Warrant Certificates may, nevertheless, be countersigned by the Warrant Agent and issued and delivered with the same force and effect as though such person had not ceased to be such officer of GenTek.
(b) GenTek shall instruct the Warrant Agent to countersign, issue and deliver, at the expense of GenTek, Warrant Certificates evidencing Tranche A C Warrants to purchase an aggregate of up to 1,173,184 302,366 shares of Common Stock (subject to adjustment in accordance with the terms of this Agreement), subject to increase in certain cases pursuant to Sections 4.3(g) and 4.3(h) of the Plan and the provisions of Section 4.01 hereof, at the times required by, and in accordance with the terms and conditions of, the Plan. The Warrant Agent shall, and is hereby authorized to, countersign, issue and deliver Tranche A C Warrants as and when so instructed by GenTek. In addition, the Warrant Agent is hereby authorized to countersign, issue and deliver Warrant Certificates as required by Section 2.03, Section 3.03 or Article V.
Appears in 1 contract
Samples: Warrant Agreement (Gentek Inc)