Common use of Exercisability of Warrants and Registration of Warrant Shares Clause in Contracts

Exercisability of Warrants and Registration of Warrant Shares. Each Warrant may be exercised at any time after (i) the Commencement Date and (ii) after the Warrant Shares have been effectively registered under the Securities Act of 1933, as amended (the "Securities Act") pursuant to a Registration Statement (as hereinafter defined) filed with and declared effective by the SEC, as provided in Section 2.3 hereof (provided that at such time the Plan of Distribution shall have been approved by the Superior Court and shall be final and non-appealable), and such other action as may be required by Federal or state law relating to the issuance or distribution of securities shall have been taken, until 5:00 p.m., New York City time, on the first anniversary of the Commencement Date (the "Exercise Deadline") unless extended in accordance with Section ___. After the Exercise Deadline, any unexercised Warrants will be void and all rights of Holders shall cease. Each Warrant Certificate shall have the Exercise Deadline imprinted on its face. Subject to Section 2.3 hereof, the Company shall use reasonable good faith efforts to keep available for delivery upon the exercise of Warrants a prospectus that meets the requirements of Section 10 of the Securities Act, until the earlier of the date by which all Warrants are exercised or the Exercise Deadline, unless the Company determines that, by virtue of an amendment of the Securities Act or otherwise, the effectiveness of such registration or the delivery of such prospectus is not required at the time Warrant Shares are to be issued. In the event that, in the judgment of the Company, it is advisable to suspend use of the prospectus described in this Section 2.2, due to (i) any request by the SEC or any other federal or state governmental authority for amendments or supplements to a Registration Statement or related prospectus or for additional information; (ii) the issuance by the SEC or any other federal or state governmental authority of any stop order suspending the effectiveness of a Registration Statement or the initiation or threat of any proceedings for that purpose; (iii) the receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Common Stock for sale in any jurisdiction or the initiation or threat of any proceeding for such purpose; (iv) the existence of any fact or the happening of any event which makes any statement of a material fact in such Registration Statement or related prospectus or any document incorporated or deemed to be incorporated therein by reference untrue or which would require the making of any changes in the Registration Statement or prospectus in order that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and that in the case of the prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (v) the Company's determination that a post-effective amendment to a Registration Statement would be appropriate, or (vi) pending material corporate developments or similar material events that have not yet been publicly disclosed and as to which the Company believes public disclosure will be prejudicial to the Company, the Company shall give written notice to the Warrant Agent to the effect of the foregoing and to the effect that the Warrants may not be exercised during such time period (the "Blackout Period"). In the event that a Holder seeks to exercise a Warrant during the Blackout Period, the Warrant Agent will notify the Holder, in accordance with Section 6.15 hereof, that a Blackout Period is in effect. In no event shall the Company call more than two (2) sixty (60) day Blackout Periods in any calendar year, nor may it call a Blackout Period sixty (60) days prior to the Exercise Deadline.

Exercisability of Warrants and Registration of Warrant Shares. (a) Each Warrant may be exercised at any time after (i) the Commencement Date and (ii) after provided that at such time the Warrant Shares have been effectively registered under the Securities Act of 1933, as amended (the "Securities Act") pursuant to a Registration Statement (as hereinafter defined) filed with and declared effective by the SEC, as provided in Section 2.3 hereof (provided that at such time the Plan of Distribution shall have been approved by the Superior Court and shall be final and non-appealable)hereof, and such other action as may be required by Federal or state law relating to the issuance or distribution of securities shall have been taken, until 5:00 p.m., New York City time, on the first third anniversary of the Commencement Date (the "Exercise Deadline") unless extended in accordance with Section ___as provided herein. If the Warrants are not exercisable on the Commencement Date by reason of any action required by Federal or state law, the Exercise Deadline shall be extended for such period of time as shall be necessary to permit the Warrants to be exercisable for a full three year period. After the Exercise Deadline, any unexercised Warrants will be void and all rights of Holders shall cease. Each Warrant Certificate shall have the Exercise Deadline imprinted on its face. Subject to Section 2.3 hereof, the Company shall use reasonable good faith efforts to keep available for delivery upon the exercise of Warrants a prospectus that meets the requirements of Section 10 of the Securities Act, until the earlier of the date by which all Warrants are exercised or the Exercise Deadline, unless the Company determines that, by virtue of an amendment of the Securities Act or otherwise, the effectiveness of such registration or the delivery of such prospectus is not required at the time Warrant Shares are to be issued. . (b) In the event that, in the reasonable good faith judgment of the Company, it is advisable to suspend use of the prospectus described in this Section 2.2, due to (i) any request by the SEC or any other federal Federal or state governmental authority for amendments or supplements to a Registration Statement or related prospectus or for additional information; (ii) the issuance by the SEC or any other federal or state governmental authority of any stop order suspending the effectiveness of a Registration Statement or the initiation or threat of any proceedings for that purpose; (iii) the receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Common Stock for sale in any jurisdiction or the initiation or threat of any proceeding for such purpose; (iv) the existence of any fact or the happening of any event which makes any statement of a material fact in such Registration Statement or related prospectus or any document incorporated or deemed to be incorporated therein by reference untrue or which would require the making of any changes in the Registration Statement or prospectus in order that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and that in the case of the prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (v) the Company's determination that a post-effective amendment to a Registration Statement would be appropriate, or (vi) pending material corporate developments or similar material events that have not yet been publicly disclosed and as to which the Company believes public disclosure will be prejudicial to the Company, the Company shall give written notice to the Warrant Agent to the effect of the foregoing and to the effect that the Warrants may not be exercised during such time period (the "Blackout Period"). In the event that a Holder seeks to exercise a Warrant during the Blackout Period, the Warrant Agent will notify the Holder, in accordance with Section 6.15 hereof, that a Blackout Period is in effect. In no event shall the Company call more than two (2) sixty forty-five (6045) day Blackout Periods in any calendar year, nor may it call a Blackout Period sixty forty-five (6045) days prior to the Exercise Deadline. If the Company exercises its right to call one or more Blackout Periods in accordance with this Section 2.2(b), the Exercise Deadline shall be extended for a period of time equal to the aggregate number of days in all such Blackout Periods so that the Warrants shall be exercisable for a full three year period.

Exercisability of Warrants and Registration of Warrant Shares. Each Warrant may be exercised at any time after (i) the Commencement Date and (ii) after the Warrant Shares have been effectively registered under the Securities Act of 1933, as amended (the "Securities Act") pursuant to a Registration Statement (as hereinafter defined) filed with and declared effective by the SEC, as provided in Section 2.3 hereof (provided that at such time the Plan of Distribution shall have been approved by the Superior Court and shall be final and non-appealable), and such other action as may be required by Federal or state law relating to the issuance or distribution of securities shall have been taken, until 5:00 p.m., New York City time, on the first third anniversary of the Commencement Date (the "Exercise Deadline") unless extended in accordance with Section ___. After the Exercise Deadline, any unexercised Warrants will be void and all rights of Holders shall cease. Each Warrant Certificate shall have the Exercise Deadline imprinted on its face. Subject to Section 2.3 hereof, the Company shall use reasonable good faith efforts to keep available for delivery upon the exercise of Warrants a prospectus that meets the requirements of Section 10 of the Securities Act, until the earlier of the date by which all Warrants are exercised or the Exercise Deadline, unless the Company determines that, by virtue of an amendment of the Securities Act or otherwise, the effectiveness of such registration or the delivery of such prospectus is not required at the time Warrant Shares are to be issued. In the event that, in the judgment of the Company, it is advisable to suspend use of the prospectus described in this Section 2.2, due to (i) any request by the SEC or any other federal or state governmental authority for amendments or supplements to a Registration Statement or related prospectus or for additional information; (ii) the issuance by the SEC or any other federal or state governmental authority of any stop order suspending the effectiveness of a Registration Statement or the initiation or threat of any proceedings for that purpose; (iii) the receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Common Stock for sale in any jurisdiction or the initiation or threat of any proceeding for such purpose; (iv) the existence of any fact or the happening of any event which makes any statement of a material fact in such Registration Statement or related prospectus or any document incorporated or deemed to be incorporated therein by reference untrue or which would require the making of any changes in the Registration Statement or prospectus in order that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and that in the case of the prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (v) the Company's determination that a post-effective amendment to a Registration Statement would be appropriate, or (vi) pending material corporate developments or similar material events that have not yet been publicly disclosed and as to which the Company believes public disclosure will be prejudicial to the Company, the Company shall give written notice to the Warrant Agent to the effect of the foregoing and to the effect that the Warrants may not be exercised during such time period (the "Blackout Period"). In the event that a Holder seeks to exercise a Warrant during the Blackout Period, the Warrant Agent will notify the Holder, in accordance with Section 6.15 hereof, that a Blackout Period is in effect. In no event shall the Company call more than two (2) sixty (60) day Blackout Periods in any calendar year, nor may it call a Blackout Period sixty (60) days prior to the Exercise Deadline.

Exercisability of Warrants and Registration of Warrant Shares. Each Warrant may be exercised at any time after (i) the Commencement Date and (ii) after the Warrant Shares have been effectively registered under the Securities Act of 1933December 18, as amended (the "Securities Act") pursuant to a Registration Statement (as hereinafter defined) filed with and declared effective by the SEC, as provided in Section 2.3 hereof (provided that at such time the Plan of Distribution shall have been approved by the Superior Court and shall be final and non-appealable), and such other action as may be required by Federal or state law relating to the issuance or distribution of securities shall have been taken, 2000 until 5:00 p.m., New York City timetime on June 18, on the first anniversary of the Commencement Date 2003 (the "Exercise Deadline") unless extended in accordance with Section ___). After the Exercise Deadline, any unexercised Warrants will be void and all rights of Holders shall cease. Each Warrant Certificate shall have the Exercise Deadline imprinted on its face. Notwithstanding anything to the contrary contained herein, the Warrants may not be exercised until the Registration Statement referred to in Section 2.03 has been declared effective by the SEC. Subject to Section 2.3 2.03 hereof, the Company shall use reasonable good faith efforts to keep available for delivery upon the exercise of Warrants a prospectus that meets the requirements of Section 10 of the Securities Act, until the earlier of the date by which all Warrants are exercised or the Exercise Deadline, unless the Company determines that, by virtue of an amendment of the Securities Act or otherwise, the effectiveness of such registration or the delivery of such prospectus is not required at the time Warrant Shares are to be issued. In the event that, in the judgment of the Company, it is advisable to suspend use of the prospectus described in this Section 2.22.02, due to (i) any request by the SEC or any other federal or state governmental authority for amendments or supplements to a Registration Statement or related prospectus or for additional information; (ii) the issuance by the SEC or any other federal or state governmental authority of any stop order suspending the effectiveness of a Registration Statement or the initiation or threat of any proceedings for that purpose; (iii) the receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Common Stock for sale in any jurisdiction or the initiation or threat of any proceeding for such purpose; (iv) the existence of any fact or the happening of any event which makes any statement of a material fact in such Registration Statement or related prospectus or any document incorporated or deemed to be incorporated therein by reference untrue or which would require the making of any changes in the Registration Statement or prospectus in order that, in the case of the Registration Statement, it will not contain any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein not misleading, and that in the case of the prospectus, it will not contain any untrue statement of a material fact or omit to state any material fact or omit to state any material fact required to be stated therein or necessary to make the statements therein, in the light of the circumstances under which they were made, not misleading; (v) the Company's determination that a post-effective amendment to a Registration Statement would be appropriate, or (vi) pending material corporate developments or similar material events that have not yet been publicly disclosed and as to which the Company believes public disclosure will be prejudicial to the Company, the Company shall give written notice to the Warrant Agent to the effect of the foregoing and to the effect that the Warrants may not be exercised during such time period (the "Blackout Period"). In the event that a Holder seeks to exercise a Warrant during the Blackout Period, the Warrant Agent will notify the Holder, in accordance with Section 6.15 hereof, that a Blackout Period is in effect. In no event shall the Company call more than two (2) sixty (60) day Blackout Periods in any calendar year, nor may it call a Blackout Period sixty (60) days prior to the Exercise Deadline.