Common use of Exercise of Representatives Warrant Clause in Contracts

Exercise of Representatives Warrant. The Representatives' Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal office, the registered holder of a Representatives' Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Securities so purchased. The purchase rights represented by each Representatives' Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Securities. The Representatives' Warrant may be exercised to purchase all or any part of the Representatives' Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchase. In the case of the purchase of less than all the Representatives' Securities purchasable on the exercise of the Representatives' Warrant represented by a Representatives' Warrant Certificate, the Company shall cancel the Representatives' Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Warrant Certificate of like tenor for the balance of the Representatives' Securities purchasable thereunder.

Appears in 2 contracts

Samples: Representatives' Warrant Agreement (Westlink Resources LTD), Representatives' Warrant Agreement (Westlink Resources LTD)

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Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal officeoffice currently located at 0000 Xxxxxxx Xxxxxx Road, Building B, Atlanta, Georgia 30360, the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Representative's Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) Common Stock to be issued upon the exchange, (iii) whether Representative's Warrants are to be surrendered in connection with the exchange, and (iv) the date on which the Holder requests that such exchange is to occur. The Purchase Price for the Representative's Securities to be acquired in the exchange shall be paid by the surrender as indicated in the notice, of Representative's Warrants, having a "Value", as defined below, equal to the Purchase Price. "Value" as to each Representative's Warrant shall mean the difference between the "Market Price", as hereinafter defined, of a share of Common Stock and the then Purchase Price for a share of Common Stock. By way of example of the application of the formula, assume that the Market Price of the Common Stock is $8.00, the Purchase Price of the Representative's Warrant is $6.00. On such assumptions, the Value of a Representative's Warrant is $2.00 ($8.00-$6.00) and therefore for each three Representative's Warrants surrendered, the Holder could acquire one share of Common Stock in the exchange. Notwithstanding the example, the Holder shall not be limited to exchanging Representative's Warrants for Common Stock. The Warrant Exchange shall take place on the date specified in the notice or if the date the notice is received by the Company is later than the date specified in the notice, on the date the notice is received by the Company.

Appears in 1 contract

Samples: Representative's Warrant Agreement (Rolling Pin Kitchen Emporium Inc)

Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal officeoffice currently located at 000 Xxxxx Xxxxxx, 0xx Xxxxx, Xxx Xxxx, Xxx Xxxx 00000 the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Representative's Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) Common Stock to be issued upon the exchange, (iii) whether Representative's Warrants are to be surrendered in connection with the exchange, and (iv) the date on which the Holder requests that such exchange is to occur. The Purchase Price for the Representative's Securities to be acquired in the exchange shall be paid by the surrender as indicated in the notice, of Representative's Warrants, having a "Value", as defined below, equal to the Purchase Price. "Value" as to each Representative's Warrant shall mean the difference between the "Market Price", as hereinafter defined, of a share of Common Stock and the then Purchase Price for a share of Common Stock. By way of example of the application of the formula, assume that the Market Price of the Common Stock is $8.00, the Purchase Price of the Representative's Warrant is $6.00. On such assumptions, the Value of a Representative's Warrant is $2.00 ($8.00-$6.00) and therefore for each three Representative's Warrants surrendered, the Holder could acquire one share of Common Stock in the exchange. Notwithstanding the example, the Holder shall not be limited to exchanging Representative's Warrants for Common Stock. The Warrant Exchange shall take place on the date specified in the notice or if the date the notice is received by the Company is later than the date specified in the notice, on the date the notice is received by the Company.

Appears in 1 contract

Samples: Representative's Warrant Agreement (Outlook Sports Technology Inc)

Exercise of Representatives Warrant. The Representatives' Representative's Warrants initially are exercisable at an aggregate Exercise Price (subject to adjustment as provided in Section 11 hereof) per share of Common Stock and Redeemable Warrant is exercisable during the term as set forth in Section 1 8 hereof payable by certified or cashier's official bank check or money order in lawful money of the United StatesNew York Clearing House funds. Upon surrender of the Representatives' a Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Exercise Price (as hereinafter defined) for the Representatives' Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) purchased at the Company's principal officeoffices in Indianapolis, Indiana, the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Securities shares of Common Stock and/or Redeemable Warrants so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part (but not as to Representatives' Securitiesfractional shares of Common Stock and/or Redeemable Warrants underlying the Representative's Warrants). The Representatives' Warrant Representative's Warrants may be exercised to purchase all or any part of the Representatives' Securities shares of Common Stock together with an equal or unequal number of the Redeemable Warrants represented thereby and thereby. If the Company redeems all of the Redeemable Warrants sold in the Public Offering, then thereafter the Representative's Warrants may not be exercised to purchase any partial Redeemable Warrants unless such exercise hereof shall be for is accompanied by the simultaneous exercise of all such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to PurchaseRedeemable Warrants being purchased. In the case of the purchase of less than all the Representatives' Securities purchasable on the exercise of the Representatives' Warrant represented by a Representatives' Warrant Certificate, the Company shall cancel the Representatives' Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Warrant Certificate shares of like tenor for the balance of the Representatives' Securities Common Stock and/or Redeemable Warrants purchasable thereunder.under any Representative's

Appears in 1 contract

Samples: Representative's Warrant Agreement (Fundex Games LTD)

Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal office, the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Representative's Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) the Common Stock to be issued upon the exchange, (iii) whether Representative's Warrants are to be surrendered in connection with the exchange, and (iv) the date on which the Holder requests that such exchange is to occur. The Purchase Price for the Representative's Securities to be acquired in the exchange shall be paid by the surrender as indicated in the notice, of Representative's Warrants, having a "Value", as defined below, equal to the Purchase Price. "Value" as to each Representative's Warrant shall mean the difference between the "Market Price", as hereinafter defined, of a share of Common Stock and the then Purchase Price for a share of Common Stock. By way of example of the application of the formula, assume that the Market Price of the Common Stock is $8.00, the Purchase Price of the Representative's Warrant is $6.00. On such assumptions, the Value of a Representative's Warrant is $2.00 ($8.00-$6.00) and therefore for each three (3) Representative's Warrants surrendered, the Holder could acquire one (1) share of Common Stock in the exchange. Notwithstanding the example, the Holder shall not be limited to exchanging Representative's Warrants for Common Stock. The Warrant Exchange shall take place on the date specified in the notice or if the date the notice is received by the Company is later than the date specified in the notice, on the date the notice is received by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Entropin Inc)

Exercise of Representatives Warrant. 4.1 The Representatives' Representative's Warrants initially are exercisable at an aggregate Exercise Price (subject to adjustment as provided in Section 11 hereof) per share of Common Stock and Warrant is exercisable during the term as set forth in Section 1 8 hereof payable by certified or cashier's official bank check or money order in lawful money of the United StatesNew York Clearing House funds. Upon surrender of the Representatives' a Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Exercise Price (as hereinafter defined) for the Representatives' Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) purchased at the Company's principal officeoffices in Indianapolis, Indiana, the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Securities shares of Common Stock and/or Warrants so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part (but not as to Representatives' Securitiesfractional shares of Common Stock and/or Warrants underlying the Representative's Warrants). The Representatives' Warrant Representative's Warrants may be exercised to purchase all or any part of the Representatives' Securities shares of Common Stock together with an equal or unequal number of the Warrants represented thereby and thereby. If the Company redeems all of the Warrants sold in the Public Offering, then thereafter the Representative's Warrants may not be exercised to purchase any partial Warrants unless such exercise hereof shall be for is accompanied by the simultaneous exercise of all such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to PurchaseWarrants being purchased. In the case of the purchase of less than all the Representatives' Securities purchasable on the exercise of the Representatives' Warrant represented by a Representatives' shares of Common Stock and/or Warrants purchasable under any Representative's Warrant Certificate, the Company shall cancel the Representatives' said Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Securities shares of Common Stock and/or Warrants purchasable thereunder. 4.2 In addition to the method of payment set forth in Section 4.1 and in lieu of any cash payment required thereunder, the Warrantholder shall have the right at any time and from time to time to exercise the Warrant(s) in full or in part by surrendering the Warrant Certificate in the manner specified herein in exchange for the number of shares of Common Stock equal to the quotient derived from dividing the numerator (which shall be an amount equal to the difference between: (i) the number of shares of Common Stock or other Securities as to which the Warrant is being exercised multiplied by the per share Market Price, and (ii) the number of shares of Common Stock or other Securities as to which the Warrant is being exercised multiplied by the per share Market Price, and (ii) the number of shares of Common Stock or other Securities as to which the Warrant is being exercised multiplied by the Exercise Price) by the denominator which shall be the per share Market Price of the Common Stock. Solely for the purpose of this Section 4.2, Market Price shall be calculated either: (i) on the date on which the form of election attached hereto is deemed to have been sent to the Company pursuant to Section 10 hereof ("Notice Date") or (ii) as the average of the Market Prices for each of the five trading days preceding the Notice Date, whichever of (i) or (ii) is greater.

Appears in 1 contract

Samples: Representative's Warrant Agreement (Thermoenergy Corp)

Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal office, the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Representative's Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) the Common Stock to be issued upon the exchange, (iii) whether Representative's Warrants are to be surrendered in connection with the exchange, and (iv) the date on which the Holder requests that such exchange is to occur. The Purchase Price for the Representative's Securities to be acquired in the exchange shall be paid by the surrender as indicated in the notice, of Representative's Warrants, having a "Value", as defined below, equal to the Purchase Price. "Value" as to each Representative's Warrant shall mean the difference between the "Market Price", as hereinafter defined, of a share of Common Stock and the then Purchase Price for a share of Common Stock. By way of example of the application of the formula, assume that the Market Price of the Common Stock is $8.00, the Purchase Price of the Representative's Warrant is $6.00. On such assumptions, the Value of a Representative's Warrant is $2.00 ($8.00-$6.00) and therefore for each three (3) Representative's Warrants surrendered, the Holder could acquire one (1) share of Common Stock in the exchange. Notwithstanding the example, the Holder shall not be limited to exchanging Representative's Warrants for Common Stock. The Warrant Exchange shall take place on the date specified in the notice or if the date the notice is received by the Company is later than the date specified in the notice, on the date the notice is received by the Company.

Appears in 1 contract

Samples: Underwriting Agreement (Entropin Inc)

Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal officeoffice currently located at 0xx Xxxxx, 00 Xxxx 000, Xx Xxx Street, Taipei, Taiwan, Republic of China, the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Representative's Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) the Common Stock to be issued upon the exchange, (iii) whether Representative's Warrants are to be surrendered in connection with the exchange, and (iv) the date on which the Holder requests that such exchange is to occur. The Purchase Price for the Representative's Securities to be acquired in the exchange shall be paid by the surrender as indicated in the notice, of Representative's Warrants, having a "Value", as defined below, equal to the Purchase Price. "Value" as to each Representative's Warrant shall mean the difference between the "Market Price", as hereinafter defined, of a share of Common Stock and the then Purchase Price for a share of Common Stock. By way of example of the application of the formula, assume that the Market Price of the Common Stock is $8.00, the Purchase Price of the Representative's Warrant is $6.00. On such assumptions, the Value of a Representative's Warrant is $2.00 ($8.00-$6.00) and therefore for each three (3) Representative's Warrants surrendered, the Holder could acquire one (1) share of Common Stock in the exchange. Notwithstanding the example, the Holder shall not be limited to exchanging Representative's Warrants for Common Stock. The Warrant Exchange shall take place on the date specified in the notice or if the date the notice is received by the Company is later than the date specified in the notice, on the date the notice is received by the Company.

Appears in 1 contract

Samples: Representative's Warrant Agreement (Hi Q Wason Inc)

Exercise of Representatives Warrant. The Representatives' Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal office, the registered holder of a Representatives' Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Securities so purchased. The purchase rights represented by each Representatives' Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Securities. The Representatives' Warrant may be exercised to purchase all or any part of the Representatives' Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Securities purchasable on the exercise of the Representatives' Warrant represented by a Representatives' Warrant Certificate, the Company shall cancel the Representatives' Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Warrant Certificate of like tenor for the balance of the Representatives' Securities purchasable thereunder.

Appears in 1 contract

Samples: Representatives' Warrant Agreement (Westlink Resources LTD)

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Exercise of Representatives Warrant. The Representatives' Representative's Warrants initially are exercisable at an aggregate Exercise Price (subject to adjustment as provided in Section 11 hereof) per share of Common Stock and Warrant is exercisable during the term as set forth in Section 1 8 hereof payable by certified or cashier's official bank check or money order in lawful money of the United StatesNew York Clearing House funds. Upon surrender of the Representatives' a Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Exercise Price (as hereinafter defined) for the Representatives' Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) purchased at the Company's principal officeoffices in the United States (presently located at 000 Xxxxx Xxxx, Xxxxxxx, Xxx Xxxxxx 00000), the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Securities shares of Common Stock and/or Warrants so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part (but not as to Representatives' Securitiesfractional shares of Common Stock and/or Warrants underlying the Representative's Warrants). The Representatives' Warrant Representative's Warrants may be exercised to purchase all or any part of the Representatives' Securities shares of Common Stock together with an equal or unequal number of the Warrants represented thereby and thereby. If the Company redeems all of the Warrants sold in the Public Offering, then thereafter the Representative's Warrants may not be exercised to purchase any partial Warrants unless such exercise hereof shall be for is accompanied by the simultaneous exercise of all such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to PurchaseWarrants being purchased. In the case of the purchase of less than all the Representatives' Securities purchasable on the exercise of the Representatives' Warrant represented by a Representatives' shares of Common Stock and/or Warrants purchasable under any Representative's Warrant Certificate, the Company shall cancel the Representatives' said Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Securities shares of Common Stock and/or Warrants purchasable thereunder.

Appears in 1 contract

Samples: Representative's Warrant Agreement (Integrated Technology Usa Inc)

Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal office, the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Representative's Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) the Common Stock to be issued upon the exchange, (iii) whether Representative's Warrants are to be surrendered in connection with the exchange, and (iv) the date on which the Holder requests that such exchange is to occur. The Purchase Price for the Representative's Securities to be acquired in the exchange shall be paid by the surrender as indicated in the notice, of Representative's Warrants, having a "Value", as defined below, equal to the Purchase Price. "Value" as to each Representative's Warrant shall mean the difference between the "Market Price", as hereinafter defined, of a share of Common Stock and the then Purchase Price for a share of Common Stock. By way of example of the application of the formula, assume that the Market Price of the Common Stock is $8.00, the Purchase Price of the Representative's Warrant is $6.00. On such assumptions, the Value of a Representative's Warrant is $2.00 ($8.00-$6.00) and

Appears in 1 contract

Samples: Representative's Warrant Agreement (Westlink Resources LTD)

Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' an Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal officeoffice currently located at 000 Xxxxx Xxxxxx, Xxxxxxxxx, Xxx Xxxxxx 00000, the registered holder of a Representatives' an Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' an Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) whether Common Stock, Redeemable Warrants or a combination (stating the ratio of each) are to be issued upon the exchange, (iii) whether Representative's Stock Warrants, Representative's Underlying Warrants or a combination (stating the ratio) are to be surrendered in connection with the exchange, and (iv) the date on which the Holder requests that such exchange is to occur. The Purchase Price for the Representative's Securities to be acquired in the exchange shall be paid by the surrender as indicated in the notice, of Representative's Stock Warrants or Representative's Underlying Warrants, or a combination, having a "Value", as defined below, equal to the Purchase Price. "Value" as to each Representative's Stock Warrant shall mean the difference between the "Market Price", as hereinafter defined, of a share of Common Stock and the then Purchase Price for a share of Common Stock hereunder and as to each Representative's Underlying Warrant shall mean the difference between the Market Price of the Redeemable Warrant and the then Purchase Price of a Redeemable Warrant hereunder. By way of example of the application of the formula, assume that the Market Price of the Common Stock is $8.00, the Purchase Price of the Representative's Stock Warrant is $6.00, the Market Price of a Redeemable Warrant is $2.24 and the Purchase Price of the Representative's Underlying Warrant is $.12. On such assumptions, the Value of a Representative's Stock Warrant is $2.00 ($8.00-$6.00) and therefore for each three Representative's Stock Warrant surrendered, the Holder could acquire one share of Common Stock in the exchange; and the Value of a Representative's Underlying Warrant is $2.12 and for each 57 Representative's Underlying Warrants surrendered, the Holder could acquire 1,000 Redeemable Warrants. Notwithstanding the example, the Holder shall not be limited to exchanging Representative's Stock Warrants for Common Stock or Representative's Underlying Warrants for Redeemable Warrants. The Warrant Exchange shall take place on the date specified in the notice or if the date the notice is received by the Company is later than the date specified in the notice, on the date the notice is received by the Company. In the event the Redeemable Warrant as to which the Representative's Warrant may be exercised is not identical to the Redeemable Warrant sold in the Initial Public Offering, the Representative's Underlying Warrants shall not be able to be surrendered as provided herein, but the right to exchange shall be limited to the exchange of Representative's Stock Warrants for Common Stock or Redeemable Warrants.

Appears in 1 contract

Samples: Representative's Warrant Agreement (Harvey Electronics Inc)

Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal office, the registered holder of a Representatives' Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Representative's Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) the Common Stock to be issued upon the exchange, (iii) whether Representative's Warrants are to be surrendered in connection with the exchange, and (iv) the date on which the Holder requests that such exchange is to occur. The Purchase Price for the Representative's Securities to be acquired in the exchange shall be paid by the surrender as indicated in the notice, of Representative's Warrants, having a "Value", as defined below, equal to the Purchase Price. "Value" as to each Representative's Warrant shall mean the difference between the "Market Price", as hereinafter defined, of a share of Common Stock and the then Purchase Price for a share of Common Stock. By way of example of the application of the formula, assume that the Market Price of the Common Stock is $8.00, the Purchase Price of the Representative's Warrant is $6.00. On such assumptions, the Value of a Representative's Warrant is $2.00 ($8.00-$6.00) and therefore for each three (3) Representative's Warrants surrendered, the Holder could acquire one (1) share of Common Stock in the exchange. Notwithstanding the example, the Holder shall not be limited

Appears in 1 contract

Samples: Underwriting Agreement (Entropin Inc)

Exercise of Representatives Warrant. (a) The Representatives' Representative's Warrant is exercisable during the term set forth in Section 1 hereof payable by certified or cashier's check or money order in lawful money of the United States. Upon surrender of the Representatives' an Representative's Warrant Certificate with the annexed Form of Election to Purchase duly executed, together with payment of the Purchase Price (as hereinafter defined) for the Representatives' Representative's Securities (and such other amounts, if any, arising pursuant to Section 4 hereof) at the Company's principal officeoffice currently located at 000 Xxxxx Xxxxxx, Xxxxxxxxx, Xxx Xxxxxx 00000, the registered holder of a Representatives' an Representative's Warrant Certificate ("Holder" or "Holders") shall be entitled to receive a certificate or certificates for the Representatives' Representative's Securities so purchased. The purchase rights represented by each Representatives' Representative's Warrant Certificate are exercisable at the option of the Holder or Holders thereof, in whole or in part as to Representatives' Representative's Securities. The Representatives' Representative's Warrant may be exercised to purchase all or any part of the Representatives' Representative's Securities represented thereby and any partial exercise hereof shall be for such quantity of Primary Securities or Secondary Securities or combination thereof as Holder shall designate in each Election to Purchasethereby. In the case of the purchase of less than all the Representatives' Representative's Securities purchasable on the exercise of the Representatives' Representative's Warrant represented by a Representatives' an Representative's Warrant Certificate, the Company shall cancel the Representatives' Representative's Warrant Certificate represented thereby upon the surrender thereof and shall execute and deliver a new Representatives' Representative's Warrant Certificate of like tenor for the balance of the Representatives' Representative's Securities purchasable thereunder. (b) In lieu of the payment of cash upon exercise of the Representative's Warrant as provided in Section 3(a), the Holder may exercise the Representative's Warrant by surrendering the Warrant Certificate at the principal office of the Company, accompanied by a notice stating (i) the Holder's intent to effect such exercise by an exchange, (ii) whether Common Stock, Redeemable Warrants or a combination (stating the ratio of each) are to be issued upon the exchange, (iii) whether Representative's Stock Warrants,

Appears in 1 contract

Samples: Representative's Warrant Agreement (Harvey Electronics Inc)

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