Exercise of the Warrant. Exercise of the purchase rights represented by this Warrant may be made, in whole or in part, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.
Appears in 5 contracts
Samples: Warrant Agent Agreement (Cel Sci Corp), Warrant Agent Agreement (Cel Sci Corp), Warrant Agent Agreement (Cel Sci Corp)
Exercise of the Warrant. Exercise of the purchase rights represented by (a) While this Warrant remains outstanding and exercisable in accordance with Section 1 above, the Holder may be madeexercise this Warrant in accordance with Section 4 herein, in whole or in part, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery either:
(i) wire transfer to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's ’s check drawn on a United States bank unless made payable to the cashless exercise procedure specified order of the Company, or
(ii) in the event that (1) there is no effective registration statement allowing for the resale of the Warrants and the issuance and resale of the Warrant Shares or (2) this Warrant is being exercised in connection with an expiration event as set forth in Section 2(c) below is specified in 8(b), Investor may exercise the applicable Notice of Exercise. No ink-original Notice of right to credit the Exercise shall be required, nor shall any medallion guarantee Price against the Fair Market Value (or other type of guarantee or notarizationas defined below) of any Notice the Warrant Shares on the date of Exercise form be required. exercise (the “Net Exercise”) pursuant to Section 2(c).
(b) Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days trading days of the date the final Notice of Exercise in the form attached hereto as Exhibit A (the “Notice of Exercise”) is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.
Appears in 3 contracts
Samples: Warrant Agreement (ESS Tech, Inc.), Warrant Agreement (ESS Tech, Inc.), Warrant Agreement (ESS Tech, Inc.)
Exercise of the Warrant. Exercise of the purchase rights represented by this The Warrant may be madeexercised by surrendering the Warrant and the completed and signed Subscription Form, in whole or in partto the Company, at any time or times on or after the Initial Exercise Date its principal office, and on or before the Termination Date by delivery upon payment to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Purchase Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased in respect of which such Warrant is then being exercised (such surrender of Warrant, delivery of the Subscription Form and payment of the date of such purchasesExercise Price is hereinafter called the "EXERCISE OF THE WARRANT"). The Upon partial exercise, the Company shall deliver any objection a new Common Stock Purchase Warrant for the unexercised portion to any Notice the Holder within 10 Business Days. Payment of the Purchase Price shall be by delivery of cash, or a certified or official bank check. Subject to Section 3 hereof, upon such surrender of a Warrant and payment of the Exercise Price as aforesaid, the Company shall issue and deliver within one ten (110) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason Days in the name of the provisions of this paragraphHolder, following or upon the purchase of a portion written order of the Warrant Shares hereunderHolder thereof, in such name or names as the Holder may designate, a certificate or certificates for the number of Warrant Shares available for purchase hereunder at so purchased upon the Exercise of the Warrant, together with cash, as provided in Section 6.4 hereof, in lieu of any given time may fractional Warrant Shares otherwise issuable upon such surrender. Such certificate or certificates shall be less than deemed to have been issued and any person so designated to be named therein shall be deemed to have become a holder of record of such Warrant Shares as of the amount stated on date applicable of the face hereofExercise of the Warrant and payment of the Exercise Price, as aforesaid.
Appears in 3 contracts
Samples: Warrant Subscription Agreement (Secured Services Inc), Warrant Subscription Agreement (Secured Services Inc), Warrant Subscription Agreement (Secured Services Inc)
Exercise of the Warrant. Exercise of the purchase rights represented by this Warrant may be made, in whole or in part, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery Subject to the Company (or such other office or agency of the Company as it may designate by notice restrictions set forth in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaidSection 3 above, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless may exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant with respect to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver all or any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunderat any time or from time to time prior to the Expiration Time by tendering to the Company payment in full of the purchase price for the Warrant Shares then being purchased together with written notice to the Company of such exercise that sets forth the following, as applicable:
(a) if not yet registered as set forth in paragraph 1 above, an acknowledgment that the number Warrant Shares are being purchased for investment and not for distribution or resale (other than a distribution or resale which, in the opinion of counsel reasonably satisfactory to the Company, may be made without violating the provisions of the Securities Act of 1933, as amended (the "Act"), or any other applicable federal or state securities laws); and
(b) if not yet registered as at forth in paragraph 1 above, an acknowledgment that Holder understands that the Warrant Shares are "restricted securities" within the meaning of Rule 144 promulgated by the Securities and Exchange Commission, that the Warrant Shares have not been registered under the Act or any other applicable federal or state securities laws and must be held indefinitely unless they are subsequently registered under such Act and all applicable laws or an exemption from registration is available therefrom, and that the Company is under no obligation to register the Warrant Shares under the Act or any other applicable securities laws or to take any action which would make available to the Holder any exemption from such registration. The Company shall issue a stock certificate bearing an appropriate legend, if applicable, representing the Warrant Shares then being purchased upon the actual receipt by the Company of any such written notice and payment; provided, however, that if the listing, registration or qualification of the Warrant Shares then being purchased upon any securities exchange or under any federal or state law or the consent and approval of any governmental regulatory body shall be required in connection with the purchase of Warrant Shares available for purchase then being purchased by such Holder, the Company shall not be obligated to issue or deliver a certificate representing such Warrant Shares unless and until such listing, registration, qualification, consent or approval shall have been effected or obtained. Holder shall have no rights as a stockholder of the Company with respect to his Warrant Shares then being purchased until the date on which a stock certificate representing such Warrant Shares has been issued to the Holder. The Warrant granted hereunder at shall expire with respect to any given time may be less than Warrant Shares as to which Holder has not exercised the amount stated Warrant on or before the face hereofExpiration Time.
Appears in 2 contracts
Samples: Warrant Agreement (Integrated Health Services Inc), Warrant Agreement (Integrated Health Services Inc)
Exercise of the Warrant. Exercise of the purchase rights represented by this Warrant may be made, in whole or in part, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) Company of a duly executed facsimile copy (or e-mail attachment) of the Notice of Exercise in the form annexed hereto. Within the earlier of (i) three (3) Trading Days and (ii) the number of Trading Days comprising the Standard Settlement Period (as defined in Section 2(d)(i) herein) following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's ’s check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.
Appears in 2 contracts
Samples: Common Stock Purchase Warrant (Ecoark Holdings, Inc.), Common Stock Purchase Warrant (Ecoark Holdings, Inc.)
Exercise of the Warrant. Exercise (a) Subject to the provisions of this Warrant Agreement, the registered holder of the Warrant shall have the right to purchase from the Company (and the Company shall issue and sell to each such registered holder) prior to the Expiration Date duly authorized, validly issued, fully paid and nonassessable shares of Common Stock, free of all preemptive rights represented of any shareholder and free of all taxes, liens or charges with respect to the issuance thereof, except that the holder of the Warrant shall pay any such tax due because any shares are issued in a name other than such holder, upon surrender to the Company at its office in Vernon Hills, Illinois, of the related Warrant Certificate, with the form of election to exercise annexed thereto duly completed and executed, and upon payment to the Company of the applicable Warrant Price for each share being purchased. Payment of the Warrant Price shall be made by this certified bank check or by wire transfer of immediately available funds to an account designated by the Company in writing upon request by the registered holder of the Warrant. The Warrant may be madeexercised only for full shares of Common Stock and only in amounts greater than 5,000 Warrant Shares, such number to be subject to adjustment in whole or the manner set forth in partSection 5 hereof.
(b) In addition to the foregoing method of payment in respect of the exercise of the Warrant set forth in the preceding subsection (a), the aggregate Warrant Price may also be paid, at any time or times on or after the Initial Exercise Date and on or before sole option of the Termination Date registered holder of the Warrant, by either of the following methods:
(1) by delivery to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Companyits designated agent) of an executed irrevocable Warrant exercise form together with irrevocable instructions to a duly executed facsimile copy of the Notice of Exercise broker-dealer or underwriter in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant and substance satisfactory to the Company until the Holder has purchased all to sell a sufficient portion of the Warrant Shares available hereunder and shares of Common Stock underlying the Warrant has been exercised in full, in which case, and deliver the Holder shall surrender this Warrant sale proceeds directly to the Company for cancellation within three (3) Trading Days in payment of the date the final Notice aggregate Warrant Price; or
(2) by electing a "cashless" exercise in lieu of Exercise is delivered any cash payment to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total , by electing to receive such number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing as determined below: A = (M - P) x N ------------ M where: A = the number of Warrant Shares purchased and to be received by the registered holder upon the "cashless" exercise. M = the fair market value of a share of Common Stock on the date of such purchasesexercise (which is the date on which the Warrant Certificate and attached Form of Election to Exercise are delivered to the Company, as set forth in subsection (a) above). The Company If the Common Stock is regularly quoted on a recognized U.S. securities market, then the fair market value of a share of Common Stock shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason be the closing price of the provisions Common Stock on the date of this paragraphexercise; provided, following however, that if no closing price is available, then the purchase of a portion average of the Warrant Shares hereunderhigh bid and the low asked price on that day will be used as its fair market value. In the absence of an established U.S. securities market, the number fair market value shall be determined in good faith by the Company's Board of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereofDirectors.
Appears in 2 contracts
Samples: Warrant Agreement (Immtech International Inc), Warrant Agreement (Immtech International Inc)
Exercise of the Warrant. Exercise of (a) This Warrant shall be exercisable at any time subsequent to the purchase rights represented by date hereof until 5:00 P.M. Houston, Texas time on December 31, 1999, at which time this Warrant shall expire.
(b) This Warrant may be made, exercised by the Holder in whole or in partpart upon surrender of the Warrant with the duly completed and executed subscription form attached hereto at the office of the Company at its address set forth in Section 7, or at any time or times on or after such other place in the Initial Exercise Date and on or before United States as the Termination Date Company may designate for such purpose by delivery notice hereunder, upon payment to the Company of the Warrant Price (as hereinafter defined in Section 2). Payment of the Warrant Price may be made:
(i) by delivery of Notes or such other office Refinancing Notes in an unpaid principal amount which is, together with unpaid accrued interest, equal to the Warrant Price;
(ii) by delivery of cash or agency a bank cashier's or certified check payable in United States currency to the order of the Company as it may designate by notice in writing to the registered Holder at the address amount of the Warrant Price or wire transfer of the Warrant Price in immediately available funds; or
(iii) by delivery of a combination of (i) and (ii).
(c) The Holder appearing may also effect a cashless exercise by surrender of this Warrant at such office with a duly completed and executed cashless exercise form attached hereto (a "CASHLESS EXERCISE"). In the event of a Cashless Exercise, the Holder shall exchange this Warrant for that number of shares of Warrant Stock determined by multiplying the number of shares of Warrant Stock as to which a Cashless Exercise is made by a fraction, the numerator of which shall be the difference between the then Current Price Per Share as of the close of business on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following business day prior to the date of exercise as aforesaidand the Warrant Price, and the denominator of which shall be such Current Price Per Share.
(d) Stock issuable upon the exercise of this Warrant shall be and will be deemed to be issued to the Holder or its nominee as record owner of such shares as of the close of business on the date on which this Warrant shall deliver have been surrendered and the aggregate Warrant Price paid as provided above (and any Notes or Refinancing Notes delivered as aforesaid shall be deemed paid on such date) or Cashless Exercise Price is effected. Certificates for such shares shall be delivered to the shares specified Holder as soon as practicable but not later than seven business days after such exercise to the Holder or its agent at an address in the applicable Notice State of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant New York provided to the Company until by the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereofHolder.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Equalnet Holding Corp)
Exercise of the Warrant. Exercise of the purchase rights represented by this This Warrant may be madeexercised by the holder, in whole or in part, at any time or times on or after in part from time to time prior the Initial Expiration Date, by the surrender of this Warrant Certificate (with the Form of Exercise Date and on or before below duly executed) at the Termination Date principal office of Warrant Agent, together with proper payment of the Exercise Price of the proportionate part thereof if this Class C Warrant is exercised in part. Payment for shares of Common Stock issuable upon exercise of the Class C Warrants ("Warrant Shares") shall be made by delivery check payable to the Company (or such other office or agency order of the Company. If this warrant Certificate is exercised in part, this Class C Warrant must be exercised for the number of whole Warrant Shares, and the Holder is entitled to receive a new Warrant Certificate covering the number of whole Warrant Shares in respect of which this Class C Warrant has not been exercised. Upon such surrender of this Class C Warrant, the Company as it may designate by notice will (a) issue a certificate(s) in writing to the registered Holder at the address name of the Holder appearing on for the books largest number of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, whole Warrant Shares to which the Holder shall deliver the aggregate Exercise Price for the shares specified be entitled and, if this Class C Warrant is exercised in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified whole in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) lieu of any Notice of Exercise form be required. Notwithstanding anything herein fractional Warrant Share to the contrary, which the Holder shall not be required to physically surrender this Warrant entitled, cash equal to the Company until fair value of such fractional share (determined in accordance with the Holder has purchased all Warrant Agreement), and (b) deliver the other securities and properties receivable upon the exercise of the Class C Warrant, or the proportionate part thereof if this Class C Warrant is exercised in part, pursuant to the provisions of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereofAgreement.
Appears in 1 contract
Exercise of the Warrant. Exercise of the purchase rights represented by this This Warrant may be madeexercised by the Holder, or an assign in whole whole, or in part, part at any time or times on or after from time to time during the Initial Warrant Exercise Date and on or before Period by its surrender (with the Termination Date by delivery subscription form at the foot hereof duly executed) to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address set forth in Subsection 8.1 hereof, together with payment of the Aggregate Warrant Price, or a proportionate part thereof, if this Warrant is exercised in part. Payment for any Warrant Shares shall be made by certified or official bank check payable to the order of the Company. If this Warrant is exercised in part, it must be exercised for a number of whole Shares, and the Holder or an assign shall receive a new Warrant covering the Warrant Shares that have not been exercised setting forth the proportionate part of the Aggregate Warrant Price applicable to such unexercised Warrant Shares. Upon any such surrender of this Warrant, the Company will (a) issue a certificate or certificates in the name of the Holder appearing on for the books largest number of the Company) whole Shares to which it shall be entitled hereunder and, if this Warrant is exercised in whole, in lieu of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, any fractional Shares to which the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contraryentitled, the Holder shall not be required to physically surrender this Warrant to the Company until will pay the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder cash in an amount equal to the applicable number fair value of Warrant such fractional Shares purchased. The Holder and (determined in such reasonable manner as the Board of Directors of the Company shall maintain records showing determine); and (b) deliver the number of Warrant Shares purchased and receivable upon the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance exercise of this Warrant, acknowledge and agree thator a proportionate part thereof if this Warrant is exercised in part, by reason of pursuant to the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.
Appears in 1 contract
Samples: Warrant Agreement (SPO Medical Inc)
Exercise of the Warrant. Exercise of Subject to the terms and conditions herein set forth, Hyline Laboratories, Inc., a New York corporation (the "Purchaser"), or a permitted holder hereof, shall be entitled to purchase rights represented by this Warrant may be madefrom RiboGene, in whole or in partInc., a California corporation (the "Company"), at any time or times on or and from time to time after the Initial Exercise Date and date hereof but on or before the Termination Date earlier to occur of (A) the date that is five (5) years from the date hereof, (B) the closing of the Company's sale of all or substantially all of its assets or the acquisition of the Company by delivery another entity by means of merger or other transaction as a result of which all shareholders of the Company immediately prior to such acquisition in the aggregate possess a minority of the voting power of the acquiring entity immediately following such acquisition (the "Acquisition") to the extent that the acquiror in such transaction requires, as a condition of such Acquisition, the exercise or termination of all or part of this Warrant on or before the closing of such Acquisition, which requirement shall be set forth in a writing signed by the acquiror and delivered to the holder hereof, or (C) the date of the closing of the Company's first underwritten public offering of securities at an aggregate offering price of not less than $7,500,000 and a price per share of at least $5.00, as presently constituted (the "Initial Public Offering") to the extent that the managing underwriter(s) in such transaction requires, as a condition of such underwriting, the exercise or termination of all or part of this Warrant on or before the closing of such Initial Public Offering, which requirement shall be set forth in a writing signed by the underwriter and delivered to the holder hereof, up to 1,300,000 shares (which number of shares is subject to adjustment as described below) of fully paid and nonassessable Common Stock of the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder "Shares") upon surrender hereof at the address of the Holder appearing on the books principal office of the Company) of a duly executed facsimile copy , and upon payment of the Notice purchase price for such shares (the "Purchase Price"), determined as the product of Exercise the number of shares of Common Stock acquired upon exercise hereof and the Warrant Price (as defined below), at said office in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaidcash, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by check, by wire transfer or cashier's check drawn on by cancellation of indebtedness, or upon a United States bank unless the cashless net exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting as provided in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchasesSections 7 or 8 below. The Company shall deliver any objection give notice to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason the Purchaser of the provisions of this paragraph, following Initial Public Offering or Acquisition at least thirty (30) days prior to the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereofeffective date thereof.
Appears in 1 contract
Exercise of the Warrant. Exercise of (a) This Warrant shall be exercisable at any time subsequent to the purchase rights represented by date hereof until 5:00 P.M. Houston, Texas time on December 31, 1999, at which time this Warrant shall expire.
(b) This Warrant may be made, exercised by the Holder in whole or in partpart upon surrender of the Warrant with the duly completed and executed subscription form attached hereto at the office of the Company at its address set forth in Section 7, or at any time or times on or after such other place in the Initial Exercise Date and on or before 19 United States as the Termination Date Company may designate for such purpose by delivery notice hereunder, upon payment to the Company of the Warrant Price (as hereinafter defined in Section 2). Payment of the Warrant Price may be made:
(i) by delivery of Notes or such other office Refinancing Notes in an unpaid principal amount which is, together with unpaid accrued interest, equal to the Warrant Price;
(ii) by delivery of cash or agency a bank cashier's or certified check payable in United States currency to the order of the Company as it may designate by notice in writing to the registered Holder at the address amount of the Warrant Price or wire transfer of the Warrant Price in immediately available funds; or
(iii) by delivery of a combination of (i) and (ii).
(c) The Holder appearing may also effect a cashless exercise by surrender of this Warrant at such office with a duly completed and executed cashless exercise form attached hereto (a "Cashless Exercise"). In the event of a Cashless Exercise, the Holder shall exchange this Warrant for that number of shares of Warrant Stock determined by multiplying the number of shares of Warrant Stock as to which a Cashless Exercise is made by a fraction, the numerator of which shall be the difference between the then Current Price Per Share as of the close of business on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following business day prior to the date of exercise as aforesaidand the Warrant Price, and the denominator of which shall be such Current Price Per Share.
(d) Stock issuable upon the exercise of this Warrant shall be and will be deemed to be issued to the Holder or its nominee as record owner of such shares as of the close of business on the date on which this Warrant shall deliver have been surrendered and the aggregate Warrant Price paid as provided above (and any Notes or Refinancing Notes delivered as aforesaid shall be deemed paid on such date) or Cashless Exercise Price is effected. Certificates for such shares shall be delivered to the shares specified Holder as soon as practicable but not later than seven business days after such exercise to the Holder or its agent at an address in the applicable Notice State of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant New York provided to the Company until by the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereofHolder.
Appears in 1 contract
Samples: Note and Warrant Purchase Agreement (Streep John S)
Exercise of the Warrant. The Warrant may be exercised upon surrender to the Company, at its principal office, of the Warrant, together with the Subscription Form completed and signed, and upon payment to the Company of the Exercise Price (as defined in and determined in accordance with the provisions of Sections 2.5 hereof) for the number of Warrant ------------- Shares in respect of which such Warrant is then being exercised (such surrender of Warrant, delivery of the Subscription Form and payment of the Exercise Price hereinafter called the "Exercise of the purchase rights represented Warrant"). Upon partial exercise, a new Warrant for the unexercised Warrant Shares shall be delivered by this Warrant may the Company to Holder within five (5) Business Days. Payment of the Exercise Price shall be made, in whole or in part, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery of cash, or a certified or official bank check in the amount of such Exercise Price. Subject to the Company (or Section 3 hereof, upon such other office or agency surrender of a Warrant and ---------- payment of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise Price as aforesaid, the Company shall issue and cause to be delivered within five (5) Business Days to Holder shall deliver or, upon the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all written order of the Warrant Shares available hereunder and the Warrant has been exercised in fullHolder, in which casesuch name or names as Holder may designate, the Holder shall surrender this Warrant to the Company a certificate or certificates for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares so purchased upon the exercise of such Warrant, together with cash, as provided in Section 6.4 ----------- hereof in lieu of any fractional Warrant Shares otherwise issuable upon such surrender. Such certificate or certificates shall be deemed to have been issued and any person so designated to be named therein shall be deemed to have become a holder of record of such Warrant Shares as of the date of such purchases. The Company shall deliver any objection to any Notice of the Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereofWarrant.
Appears in 1 contract
Samples: Warrant Agreement (Biostem, Inc.)
Exercise of the Warrant. Exercise of the purchase rights represented by this Warrant may be madeThe above provisions shall similarly apply to successive consolidations, in whole or in partmergers, at any time or times on or after the Initial Exercise Date sales, transfers, capital reorganizations and on or before the Termination Date by delivery to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchasesreclassifications. The Company shall not effect any such consolidation, merger, sale or transfer, unless prior to or simultaneously with the consummation thereof the successor company or entity (if other than the Company) resulting from such consolidation, merger, sale or transfer shall assume, by written instrument, the obligation to deliver to the holder of each Warrant such shares of stock, securities or assets as, in accordance with the foregoing provisions, such holder may be entitled to receive under this Section 2.02.
(F) No adjustment in the number of shares purchasable upon exercise of each Warrant will be made for the issuance of shares of capital stock to employees pursuant to the Company's or any objection of its subsidiaries' stock option, stock ownership or other benefit plans. No adjustment will be required to be made in the number of shares purchasable upon exercise of each Warrant until cumulative adjustments require an adjustment of at least 1% of such number of shares.
(G) In any Notice of Exercise within one case in which this Section 2.02
(1) Business Day shall require that an adjustment be made retroactively immediately following a record date, the Company may elect to defer for a reasonable period not to exceed - days issuing to the holder of receipt any warrant exercised after such record date the shares of the Company issuable upon such notice. The Holder exercise over and any assigneeabove the shares issuable upon such exercise only on the basis of the warrant exercise price prior to adjustment.
(H) Except as herein otherwise expressly provided, by acceptance of this Warrant, acknowledge and agree that, no adjustment in the Warrant Price shall be made by reason of the provisions issuance of this paragraphshares, following or securities convertible into or exchangeable for shares, or securities carrying the right to purchase of a portion any of the foregoing or for any other reason whatsoever.
(I) Irrespective of any of the adjustments in the Warrant Shares hereunder, Price or the number of shares, Warrant Shares available for purchase hereunder Certificates theretofore issued may continue to express the same prices and number of shares as are stated in a similar Warrant Certificate issuable initially, or at any given some subsequent time, pursuant to this Agreement, and such number of shares specified therein shall be deemed to have been so adjusted.
(2) No fractional shares of Common Stock shall be issued upon the exercise of Warrants. If more than one Warrant shall be exercised at one time may be less than by the amount stated on the face hereof.same holder,
Appears in 1 contract
Exercise of the Warrant. Exercise of the purchase rights represented by this This Warrant may be made, exercised in whole or in partpart by the Holder, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery date hereof prior to the Company (or such other office or agency termination of this Warrant, by the Company as it may designate by notice in writing to the registered Holder at the address surrender of the Holder appearing on the books of the Company) of a duly executed facsimile copy of this Warrant, together with the Notice of Exercise and Investment Representation Statement in the form annexed heretoforms attached hereto as Attachments 1 and 2, respectively, duly completed and executed at the principal office of the Company, specifying the portion of the Warrant to be exercised and accompanied by payment in full of the Warrant Price in cash or by check with respect to the shares of Warrant Stock being purchased. Within three (3) Trading Days following This Warrant shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise as aforesaidprovided above, and the person entitled to receive the shares of Warrant Stock issuable upon such exercise shall be treated for all purposes as Holder of such shares of record as of the close of business on such date. As promptly as practicable after such date, the Holder Company shall issue and deliver to the aggregate Exercise Price person or persons entitled to receive the same a certificate or certificates for the number of full shares specified in of Warrant Stock issuable upon such exercise. If the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise Warrant shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of less than the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number shares of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assigneeStock then issuable upon exercise, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion promptly after surrender of the Warrant Shares hereunderupon such exercise, the number Company will execute and deliver a new Warrant, dated the date hereof, evidencing the right of the Holder to the balance of the Warrant Shares available for purchase Stock purchasable hereunder at any given time may be less than upon the amount stated on the face hereofsame terms and conditions set forth herein.
Appears in 1 contract
Samples: Commitment Agreement (Cryocor Inc)
Exercise of the Warrant. Exercise of the purchase rights represented by this Warrant may be made, in whole or in part, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's ’s check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.
Appears in 1 contract
Exercise of the Warrant. Exercise of the purchase rights represented by this The Warrant may be made, in whole or in partexercised upon surrender to the Company, at any time or times its principal office, of the certificate evidencing the Warrant to be exercised, together with the Purchase Form on or after the Initial Exercise Date reverse thereof duly filled in and on or before the Termination Date by delivery signed, and upon payment to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder Price (as defined in and determined in accordance with the Warrant has been exercised in fullprovisions of Sections 2 and 6 hereof), in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares in respect of which such Warrant is then exercised. Upon partial exercise, a Warrant Certificate for the unexercised portion shall be delivered to the Holder. Payment Subject to Section 3 hereof, upon such surrender of the Warrant and payment of the Warrant Price as aforesaid, the Company shall issue and cause to be delivered with all reasonable dispatch to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate or certificates for the number of full Warrant Shares so purchased upon the exercise of such Warrant, together with cash, as provided in Section 8 hereof, in respect of any fractional Warrant Shares otherwise issuable upon such surrender. Such certificate or certificates shall be deemed to have been issued and any person so designated to be named therein shall be deemed to have become a holder of record of such Warrant Shares as of the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt the surrender of such notice. The Holder Warrant and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion payment of the Warrant Shares hereunderPrice, as aforesaid; provided, however, that if, at the date of surrender of such Warrant and payment of such Warrant Price, the number of transfer books for the Warrant Shares available or other class of stock purchasable upon the exercise of such Warrant shall be closed, the certificates for purchase hereunder the Warrant Shares in respect of which such Warrant are then exercised shall be issuable as of the date on which such books shall next be opened (whether before or after the Expiration Date) and until such date the Company shall be under no duty to deliver any certificate for such Warrant Shares; provided, further, that the transfer books of record, unless otherwise required by law, shall not be closed at any given one time may be less for a period longer than the amount stated on the face hereof20 calendar days.
Appears in 1 contract
Exercise of the Warrant. Exercise of the purchase rights represented by this The Warrant may be made, in whole or in partexercised upon surrender to the Company, at any time or times its principal office, of the certificate evidencing the Warrant to be exercised, together with the Purchase Form on or after the Initial Exercise Date reverse thereof duly filled in and on or before the Termination Date by delivery signed, and upon payment to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder Price (as defined in and determined in accordance with the Warrant has been exercised in fullprovisions of Sections 2 and 6 hereof), in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and in respect of which such Warrant is then exercised. Upon partial exercise, a Warrant Certificate for the date of such purchasesunexercised portion shall be delivered to the Holder. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion Payment of the Warrant Shares hereunderPrice shall be made at the option of the Holder by one or more of the following methods: (i) by delivery of cash, or a certified or official bank check in the amount of such Warrant Price, (ii) by instructing the Company to withhold a number of Warrant Shares available then issuable upon exercise of the particular Warrant with an aggregate current market price (as defined in Section 6.1(e) hereof) equal to such Warrant Price (the "Net Exercise Option"), or (iii) by surrendering to the Company shares of Common Stock previously acquired by the Holder with an aggregate current market price equal to such Warrant Price, or any combination of foregoing. In the event of any withholding of Warrant Stock or surrender of Common Stock pursuant to clause (ii) or (iii) above where the Subject to Section 3 hereof, upon such surrender of the Warrant and payment of the Warrant Price as aforesaid, the Company shall issue and cause to be delivered with all reasonable dispatch to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate or certificates for purchase hereunder at the number of full Warrant Shares so purchased upon the exercise of such Warrant, together with cash, as provided in Section 8 hereof, in respect of any given time may fractional Warrant Shares otherwise issuable upon such surrender. Such certificate or certificates shall be less than deemed to have been issued and any person so designated to be named therein shall be deemed to have become a holder of record of such Warrant Shares as of the amount stated on date of the face hereofsurrender of such Warrant and payment of the Warrant Price, as aforesaid.
Appears in 1 contract
Exercise of the Warrant. Exercise In case the Holder of this Warrant shall desire to exercise this Warrant in whole or in part, the Holder shall surrender this Warrant, with the form of exercise notice on the last page hereof duly executed by the Holder, to the Company, accompanied by payment of the purchase rights represented by this Exercise Price per Warrant.
(a) This Warrant may be madeexercised in whole or in part but not for fractional Shares. In case of the exercise in part only, the Company will deliver to the Holder a new Warrant of like tenor in the name of the Holder evidencing the right to purchase the number of Shares as to which this Warrant has not been exercised.
(b) This Warrant may also be exercised by the Warrant Holder, in whole or in part, at any time or times on or after and from time to time and from time to time during the Initial Exercise Date Period by presentation and on or before the Termination Date by delivery surrender of this Warrant to the Company (or such other office or agency at its principal executive offices with a written notice of the Company as it may designate by notice in writing Warrant Holder's intention to the registered Holder at the address effect a cashless exercise, including a calculation of the Holder appearing number of shares of Common Stock to be issued upon such exercise in accordance with the terms hereof (a "Cashless Exercise"). In the event of a Cashless Exercise, the holder shall surrender this Warrant for that number of shares of Common Stock determined by
(i) multiplying the number of Shares for which this Warrant is being exercised by the per share warrant value as defined in Section 1(c) herein; and
(ii) dividing the product by the bid price of one share of the Common Stock on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following trading day next preceding the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified defined in Section 2(c1(d) below is specified in hereof. In the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of event that the Warrant Shares available hereunder and the Warrant has been is not exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, be reduced by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of such Shares for which this Warrant Shares available for purchase hereunder is exercised, and the Company, at any given time its expense, shall forthwith issue and deliver to or upon the order of the Holder a new Warrant of like tenor in the name of the Holder or as the Holder may be less than request, reflecting such adjusted number of Shares.
(c) As used herein "Per Share Warrant Value" shall mean the amount stated difference resulting from subtracting the Exercise Price from the bid price of one share of Common Stock on the face hereoftrading day next preceding the Date of Exercise.
Appears in 1 contract
Samples: Warrant Agreement (Environmental Remediation Holding Corp)
Exercise of the Warrant. Exercise of the purchase rights represented by this The Warrant may be made, in whole or in partexercised upon surrender to the Company, at any time or times on or after its principal office, of the Initial Exercise Date Warrant, together with the Subscription Form completed and on or before the Termination Date by delivery signed, and upon payment to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price (as defined in and determined in accordance with the provisions of Sections 2(e) and 6 hereof) for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased in respect of which such Warrant is then being exercised (such surrender of Warrant, delivery of the Subscription Form and payment of the date Exercise Price hereinafter called the “Exercise of the Warrant”). Upon partial exercise, a new Warrant for the unexercised Warrant Shares shall be delivered by the Company to Holder within five (5) Business Days. Subject to Section 2(f), payment of the Exercise Price shall be by delivery of cash, or a certified or official bank check in the amount of such purchasesExercise Price. The Subject to Section 3 hereof, upon such surrender of a Warrant and payment of the Exercise Price as aforesaid, the Company shall deliver any objection issue and cause to any Notice of Exercise be delivered within one five (15) Business Day of receipt of such notice. The Days to Holder and any assigneeor, by acceptance of this Warrant, acknowledge and agree that, by reason upon the written order of the provisions of this paragraphHolder, following the purchase of in such name or names as Holder may designate, a portion of the Warrant Shares hereunder, certificate or certificates for the number of Warrant Shares available for purchase hereunder at so purchased upon the exercise of such Warrant, together with cash, as provided in Section 6(d) hereof in lieu of any given time may fractional Warrant Shares otherwise issuable upon such surrender. Such certificate or certificates shall be less than deemed to have been issued and any person so designated to be named therein shall be deemed to have become a holder of record of such Warrant Shares as of the amount stated on date of the face hereofExercise of the Warrant.
Appears in 1 contract
Exercise of the Warrant. Exercise of the purchase The rights represented by this Warrant may be madeexercised at any time on or before 5:00 p.m., New York time, on June 30, 2002, in whole or in part, by (i) the surrender of this Warrant (with the purchase form at any time or times on or after the Initial Exercise Date and on or before end hereof properly executed) at the Termination Date by delivery to principal executive office of the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company); (ii) payment to the Company of the Warrant Price then in effect for the number of shares of Common Stock specified in the above-mentioned purchase form together with applicable stock transfer taxes, if any; and (iii) delivery to the Company of a duly executed facsimile copy of agreement signed by the Notice of Exercise person(s) designated in the purchase form annexed heretoto the effect that such person(s) agree(s) to be bound by the provisions of Paragraph 5 and subparagraph (b), (c) and (d) of Paragraph 6 hereof. Within three (3) Trading Days following This Warrant shall be deemed to have been exercised, in whole or in part to the extent specified, immediately prior to the close of business on the date this Warrant is surrendered and payment is made in accordance with the foregoing provisions of this Paragraph 1, and the person or persons in whose name or names the certificates for the Common Stock shall be issuable upon such exercise as aforesaid, shall become the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice or Holders of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice record of Exercisesuch Common Stock at that time and date. No ink-original Notice of Exercise The Common Stock so purchased shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of Holder within a reasonable time, not exceeding ten (10) business days, after the rights represented by this Warrant resulting in purchases of a portion of shall have been so exercised. If at any time this Warrant is exercised as to less than the total number of shares for which it may be exercised, and this Warrant Shares available hereunder shall not have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and expired, the Company shall maintain records showing promptly issue to the number of Holder a new Warrant Shares purchased and identical in form as to this Warrant as to the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares remaining shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.
Appears in 1 contract
Samples: Warrant Amendment Agreement (Trans World Gaming Corp)
Exercise of the Warrant. Exercise of the purchase rights represented by this The Warrant may be made, in whole or in partexercised upon surrender to the Company, at any time or times its principal office, of the certificate evidencing the Warrant to be exercised, together with the Purchase Form on or after the Initial Exercise Date reverse thereof duly filled in and on or before the Termination Date by delivery signed, and upon payment to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder Price (as defined in and determined in accordance with the Warrant has been exercised in fullprovisions of Sections 2 and 6 hereof), in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares in respect of which such Warrant is then exercised. Upon partial exercise, a Warrant Certificate for the unexercised portion shall be delivered to the Holder. Payment of the aggregate Warrant Price shall be payable in cash, by certified or official bank check or wire transfer. Subject to Section 3 hereof, upon such surrender of the Warrant and payment of the Warrant Price as aforesaid, the Company shall issue and cause to be delivered with all reasonable dispatch to or upon the written order of the Holder and in such name or names as the Holder may designate, a certificate or certificates for the number of full Warrant Shares so purchased upon the exercise of such Warrant, together with cash, as provided in Section 8 hereof, in respect of any fractional Warrant Shares otherwise issuable upon such surrender. Such certificate or certificates shall be deemed to have been issued and any person so designated to be named therein shall be deemed to have become a holder of record of such Warrant Shares as of the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt the surrender of such notice. The Holder Warrant and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion payment of the Warrant Shares hereunderPrice, as aforesaid; provided, however, that if, at the date of surrender of such Warrant and payment of such Warrant Price, the number of transfer books for the Warrant Shares available or other class of stock purchasable upon the exercise of such Warrant shall be closed, the certificates for purchase hereunder the Warrant Shares in respect of which such Warrant are then exercised shall be issuable as of the date on which such books shall next be opened (whether before or after the Expiration Date) and until such date the Company shall be under no duty to deliver any certificate for such Warrant Shares; provided, further, that the transfer books of record, unless otherwise required by law, shall not be closed at any given one time may be less for a period longer than the amount stated on the face hereof20 calendar days.
Appears in 1 contract
Exercise of the Warrant. Exercise of the purchase rights represented by this This Class E Warrant may be madeexercised by holder, in whole or in part, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery in part from time to time prior to the Company Expiration Date, by the surrender of this Warrant Certificate (or such other with the Form of Exercise below duly executed) at the principal office or agency of Warrant Agent, together with proper payment of the Company as it may designate Exercise Price of the proportionate part thereof if this Class E Warrant is exercised in part. Payment for shares of Common Stock issuable upon exercise of the Class E Warrants ("Warrant Shares") shall be made by notice in writing check payable to the registered order of the Company. It this warrant Certificate is exercised in part, this Class E Warrant must be exercised for the number of whole Warrant Shares, and the Holder at is entitled to receive a new Warrant Certificate covering the address number of whole Warrant Shares in respect of which this Class E Warrant has not been exercised. Upon such surrender of this Class E Warrant, the Company will (a) issue a certificate(s) in the name of the Holder appearing on for the books largest number of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, whole Warrant Shares to which the Holder shall deliver the aggregate Exercise Price for the shares specified be entitled and, if this Class E Warrant is exercised in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified whole in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) lieu of any Notice of Exercise form be required. Notwithstanding anything herein fractional Warrant Share to the contrary, which the Holder shall not be required to physically surrender this Warrant entitled, cash equal to the Company until fair value of such fractional share (determined in accordance with the Holder has purchased all Warrant Agreement), and (b) deliver the other securities and properties receivable upon the exercise of the Class E Warrant, or the proportionate part thereof if this Class E Warrant is exercised in part, pursuant to the provisions of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereofAgreement.
Appears in 1 contract
Exercise of the Warrant. Exercise of the purchase rights represented by this Warrant may be made, in whole or in part, at any time or times on or after the Initial Exercise Date and on or before the Termination Date by delivery to the Company (or such other office or agency of the Company as it may designate by notice in writing to the registered Holder at the address of the Holder appearing on the books of the Company) of a duly executed facsimile copy of the Notice of Exercise in the form annexed hereto. Within three (3) Trading Days following the date of exercise as aforesaid, the Holder shall deliver the aggregate Exercise Price for the shares specified in the applicable Notice of Exercise by wire transfer or cashier's check drawn on a United States bank unless the cashless exercise procedure specified in Section 2(c) below is specified in the applicable Notice of Exercise. No ink-original Notice of Exercise shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Notice of Exercise form be required. Notwithstanding anything herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Warrant Shares available hereunder and the Warrant has been exercised in full, in which case, the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Warrant Shares available hereunder shall have the effect of lowering the outstanding number of Warrant Shares purchasable hereunder in an amount equal to the applicable number of Warrant Shares purchased. The Holder and the Company shall maintain records showing the number of Warrant Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such notice. The Holder and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Warrant Shares hereunder, the number of Warrant Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.
Appears in 1 contract
