Common use of EXERCISE OF WARRANT; EXPIRATION DATE Clause in Contracts

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units currently stated on the face of this Warrant minus the number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 7 contracts

Samples: Warrant Agreement (Lifesciences Opportunities Inc), Warrant Agreement (Lifesciences Opportunities Inc), Warrant Agreement (Dr. Tattoff, Inc.)

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EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof on October 5, 2007 (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the date set forth above (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2.1(b) hereunder. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) If the securities underlying this Warrant are adjusted in case accordance with Section 8(b), into shares of common stock (“Common Stock”) and such exercise Common Stock is in subsequently registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on shares of Common Stock deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the “cashless exercise” procedure contained in Section 2.1(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with this Section 2.1(b)(i) or (ii). “Fair Market Value” per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the NASD OTC Bulletin Board or other electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant); or (ii) If the Common Stock is at the time listed on any Exchange, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. "Exchange" shall mean any organization, association, or group of persons, whether incorporated or unincorporated, which constitutes, maintains, or provides a market place or facilities for bringing together purchasers and sellers of securities or for otherwise performing with respect to securities the functions commonly performed by a stock exchange as that term is generally understood, and includes the market place and the market facilities maintained by such exchange.

Appears in 4 contracts

Samples: Warrant Agreement (Lifesciences Opportunities Inc), Warrant Agreement (Lifesciences Opportunities Inc), Warrant Agreement (Lifesciences Opportunities Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15December 20, 2012 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates. 2.3 Within three five business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise exercise, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units currently stated on the face of this Warrant minus the number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 4 contracts

Samples: Warrant Agreement (Dr. Tattoff, Inc.), Warrant Agreement (Knight Christopher), Warrant Agreement (Dr. Tattoff, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time during the period commencing on ___________, 2005 [the date hereof closing date] (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the Expiration Date (the “Expiration Date”as defined below in Section 2.5), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section subsection 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 2.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith. 2.5 The term “Expiration Date” shall mean 5:00 p.m., Colorado time on ____________, 2010 [five-year anniversary of the closing date], or if such date shall in the State of Colorado be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Colorado time the next following day which in the State of Colorado is not a holiday or a day on which banks are authorized to close or in the event of any merger, consolidation, or sale of substantially all the assets of the Company as, an entirety, resulting in any distribution to the Company’s stockholders, prior to the Expiration Date, the Warrant Holder shall have the right to exercise this Warrant commencing at such time through the Expiration Date into the kind and amount of shares of stock and other securities and property (including cash) receivable by a holder of the number of shares of Common Stock into which this Warrant might have been exercisable immediately prior thereto.

Appears in 3 contracts

Samples: Warrant Agreement (AeroGrow International, Inc.), Warrant Agreement (AeroGrow International, Inc.), Warrant Agreement (AeroGrow International, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time during the period commencing on the date hereof of execution of this Warrant ("Commencement Date") and ending at 5:00 p.m., Eastern Time New York time on June 15July 30, 2012 2008, or if such date shall in the State of New York be a holiday or a day on which banks are authorized to close, then 5:00 p.m., New York time the next following day which in the State of New York is not a holiday or a day on which banks are authorized to close (the "Expiration Date"), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section subsection 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (subsection 2.1 ( in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the "last sale price" (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, "last sale price" shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith.

Appears in 3 contracts

Samples: Warrant Agreement (Reit Americas, Inc.), Warrant Agreement (Reit Americas, Inc.), Warrant Agreement (Reit Americas, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15May 30, 2012 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company’s Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on an Exchange or quoted on the Nasdaq markets or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the Exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on an Exchange or quoted on the Nasdaq markets, or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith, in the Board’s sole discretion.

Appears in 2 contracts

Samples: Warrant Agreement (Macrochem Corp), Warrant Agreement (Macrochem Corp)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time during the period commencing on the date hereof first anniversary of ___________, 2005 [the closing date] (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the Expiration Date (the “Expiration Date”as defined below in Section 2.5), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section subsection 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 2.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith. 2.5 The term “Expiration Date” shall mean either the date on which the Registered Offering is declared effective under the Securities Act if such event occurs prior to the first anniversary date of the Closing Date or, if the Registered Offering is not declared effective by said date, then on 5:00 p.m., Colorado time on ____________, 2010 [five-year anniversary of the closing date], or if such date shall in the State of Colorado be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Colorado time the next following day which in the State of Colorado is not a holiday or a day on which banks are authorized to close or in the event of any merger, consolidation, or sale of substantially all the assets of the Company as, an entirety, resulting in any distribution to the Company’s stockholders, prior to the Expiration Date, the Warrant Holder shall have the right to exercise this Warrant commencing at such time through the Expiration Date into the kind and amount of shares of stock and other securities and property (including cash) receivable by a holder of the number of shares of Common Stock into which this Warrant might have been exercisable immediately prior thereto.

Appears in 2 contracts

Samples: Warrant Agreement (Wentworth I Inc), Warrant Agreement (AeroGrow International, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof on July 23, 2007 (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the date set forth above (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2.1(b) hereunder. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) If the securities underlying this Warrant are adjusted in case accordance with Section 8(b), into shares of common stock (“Common Stock”) and such exercise Common Stock is in subsequently registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on shares of Common Stock deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the “cashless exercise” procedure contained in Section 2.1(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with this Section 2.1(b)(i) or (ii). “Fair Market Value” per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the NASD OTC Bulletin Board or other electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant); or (ii) If the Common Stock is at the time listed on any Exchange, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. "Exchange" shall mean any organization, association, or group of persons, whether incorporated or unincorporated, which constitutes, maintains, or provides a market place or facilities for bringing together purchasers and sellers of securities or for otherwise performing with respect to securities the functions commonly performed by a stock exchange as that term is generally understood, and includes the market place and the market facilities maintained by such exchange.

Appears in 2 contracts

Samples: Warrant Agreement (Lifesciences Opportunities Inc), Warrant Agreement (Lifesciences Opportunities Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time during the period commencing on the date hereof (“Commencement next day after thefinal Closing Date of the Series D Preferred Stock offering(“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the Expiration Date (the “Expiration Date”as defined below in Section 2.5), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section subsection 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three fifteen (15) business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may directdirect the following: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Common Stock Purchase Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 2.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the NASDAQ National Market, NASDAQSmallCap Market or OTC QB Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, NASDAQ or the OTC QB, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the NASDAQ National Market, NASDAQSmallCap Market or the OTC QB Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stockon the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith. 2.5 The term “

Appears in 2 contracts

Samples: Warrant Agreement (Probe Manufacturing Inc), Warrant Agreement (Probe Manufacturing Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time during the period commencing the date hereof on February ___, 2006 (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the Expiration Date (the “Expiration Date”as defined below in Section 2.5), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section subsection 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 2.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith.

Appears in 1 contract

Samples: Warrant Agreement (AeroGrow International, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Standard Time on June 15May 14, 2012 2013, or if such date shall in the State of Delaware be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Eastern Standard Time the next following day which in the State of Delaware is not a holiday or a day on which banks are authorized to close (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section subsection 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (subsection 2.1 ( in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of Sections 2.1 and 2.4, “last sale price” shall mean (i) if the Common Stock is listed on an Exchange or quoted on the Nasdaq markets or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the Exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on an Exchange or quoted on the Nasdaq markets, or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink OTC Markets Inc. or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith, in the Board’s sole discretion.

Appears in 1 contract

Samples: Warrant Agreement (Brekford International Corp.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof on _____________, 2008 (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the date set forth above (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2.1(b) hereunder. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) If the securities underlying this Warrant are adjusted in case accordance with Section 8(b), into shares of common stock (“Common Stock”) and such exercise Common Stock is in subsequently registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on shares of Common Stock deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the “cashless exercise” procedure contained in Section 2.1(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with this Section 2.1(b)(i) or (ii). “Fair Market Value” per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the NASD OTC Bulletin Board or other electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant); or (ii) If the Common Stock is at the time listed on any Exchange, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. "Exchange" shall mean any organization, association, or group of persons, whether incorporated or unincorporated, which constitutes, maintains, or provides a market place or facilities for bringing together purchasers and sellers of securities or for otherwise performing with respect to securities the functions commonly performed by a stock exchange as that term is generally understood, and includes the market place and the market facilities maintained by such exchange.

Appears in 1 contract

Samples: Warrant Agreement (Lifesciences Opportunities Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15May , 2012 2013 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Payment of the Exercise Price may be made at the option of the Warrant Holder by: (i) certified or official bank check payable to the order of the Company or (ii) wire transfer of immediately available funds to the account of the Company. 2.3 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 2.4 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 2.4 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.5 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.1 or surrendered and cancelled pursuant to Section 2.2 (in each case prior subject to any adjustments made thereto pursuant to the provisions of this Warrant). 2.5 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company’s Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on an Exchange or quoted on the Nasdaq markets or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the Exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on an Exchange or quoted on the Nasdaq markets, or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith, in the Board’s sole discretion.

Appears in 1 contract

Samples: Warrant Agreement (Macrochem Corp)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time during the period commencing the date hereof on November 18, 2005 ("Commencement Date") and ending at 5:00 p.m., Eastern Time on June 15, 2012 the Expiration Date (the “Expiration Date”as defined below in Section 2.5), in whole whole, or from time to time time, in part, at the option of the Warrant Holder, upon surrender of this Warrant to Mx. Xxx Xxx, Chief Financial Officer of the Company, 400 Xxxxx Xxxxxx, Xxxxxxx Xxxx, Xxxxxx Xxxxxxxx, Xxxxx, Telephone: +00-000-0000000, Facsimile: +00-000-0000000 or such other person as the Company may designate, together with a duly completed Notice and executed form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. The payment of the Exercise Price shall be in cash or by certified check or official bank check, payable to the order of the Company. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to Mx. Xxx Xxx, Chief Financial Officer of the Company Company, as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days As soon as practicable after the exercise of the purchase right represented by this Warrant, in full or in part, the Company Company, at its expense expense, will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 2.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to 2 issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the "last sale price" (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, "last sale price" means (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be, (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations, and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith. 2.5 The term "Expiration Date" shall mean 5:00 p.m., Florida time on November 17, 2010, or if such date shall in the State of Florida be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Florida time the next following day which in the State of Florida is not a holiday or a day on which banks are authorized to close.

Appears in 1 contract

Samples: Warrant Agreement (Puda Coal, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time during the period commencing the date hereof on February ___, 2006 (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the Expiration Date (the “Expiration Date”as defined below in Section 2.5), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Notwithstanding any provisions herein to the contrary, if the “last sale price” (as defined in Section 2.5 below) of the Common Stock on the trading day immediately prior to the date of exercise is greater than the Exercise Price, in lieu of exercising this Warrant for cash, the Warrant Holder may elect to receive shares of Common Stock equal to the value (as determined by the formula below) of this Warrant (or the portion thereof being canceled) by surrender of this Warrant to the Company, together with a duly completed and executed form of exercise attached hereto and notice of such election, in which event the Company shall issue to the Warrant Holder a number of shares of Common Stock computed using the following formula: X = Y (A-B) Where X = the number of shares of Common Stock to be issued to the Warrant Holder Y = the total number of shares of Common Stock purchasable under the Warrant or, if only a portion of the Warrant is being exercised, the portion of the Warrant being canceled (at the date of such calculation) A = the last sale price of one share of the Company’s Common Stock (on the trading day immediately prior to the date of exercise) B = Exercise Price (as adjusted to the date of such calculation) 2.3 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 subsection 2.4 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 2.4 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 2.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.5 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.5, “last sale price” shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq Capital Markets or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq Capital Markets or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the residual over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith.

Appears in 1 contract

Samples: Warrant Agreement (Wentworth I Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time during the period commencing the date hereof on February 1, 2007 (“Commencement Date”) and ending at 5:00 p.m., Eastern Standard Time on June 15January 31, 2012 2012, or if such date shall in the State of Delaware be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Eastern Standard Time the next following day which in the State of Delaware is not a holiday or a day on which banks are authorized to close (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section subsection 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 2.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company's Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on a national securities exchange or quoted on the Nasdaq National Market, Nasdaq SmallCap Market or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith, in the Board’s sole discretion.

Appears in 1 contract

Samples: Warrant Agreement (Tactical Solution Partners, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 3.1 This Warrant is exercisable at any time and from time to time commencing the date hereof will vest immediately upon grant on March 15, 2017 ("Commencement Date") and ending at 5:00 p.m., Eastern Time on June 15, 2012 (the Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant Certificate to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 3.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant Certificate shall have been surrendered to the Company as provided in Section 2.1subsection 3.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 subsection 3.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 3.3 Within three (3) business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 10 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 3.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 1 contract

Samples: Warrant Agreement (TOMI Environmental Solutions, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Standard Time on June 15__________, 2012 2012, or if such date shall in the State of Delaware be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Eastern Standard Time the next following day which in the State of Delaware is not a holiday or a day on which banks are authorized to close (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2.1(b) hereunder. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise If the Common Stock is in registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on Warrant Shares deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the “cashless exercise” procedure contained in Section 2.1(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with this Section 2.1(b)(i) or (ii). “Fair Market Value” per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the NASD OTC Bulletin Board or other electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant).; or (ii) If the Common Stock is at the time listed on any Exchange, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. "

Appears in 1 contract

Samples: Warrant Agreement (Tactical Solution Partners, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 3.1 This Warrant is exercisable at any time and from time to time during the period commencing the date hereof on September 10, 2003 ("Commencement Date") and ending at 5:00 p.m., Eastern Time on June 15, 2012 (the Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant Certificate to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 3.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant Certificate shall have been surrendered to the Company as provided in Section 2.1subsection 3.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 subsection 3.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 3.3 Within three (3) business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 10 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 3.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 1 contract

Samples: Warrant Agreement (Aquacell Technologies Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 3.1 This Warrant is exercisable at any time and from time to time during the period commencing the date hereof on February 20, 2004 ("Commencement Date") and ending at 5:00 p.m., Eastern Time on June 15, 2012 (the Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant Certificate to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 3.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant Certificate shall have been surrendered to the Company as provided in Section 2.1subsection 3.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 subsection 3.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 3.3 Within three (3) business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 10 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 3.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 1 contract

Samples: Warrant Agreement (Aquacell Technologies Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00p.m., Eastern Standard Time on May 22, 2009, or if such date shall in the State of Delaware be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Eastern Standard Time the next following day which in the State of Delaware is not a holiday or a day on June 15, 2012 which banks are authorized to close (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2.1(b) hereunder. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise If the Common Stock is in registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on Warrant Shares deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the “cashless exercise” procedure contained in Section 2.1(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with this Section 2.1(b)(i) or (ii). “Fair Market Value” per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the NASD OTC Bulletin Board or other electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant).; or (ii) If the Common Stock is at the time listed on any Exchange, the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. “

Appears in 1 contract

Samples: Security Agreement (Brekford International Corp.)

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EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Standard Time on June 15April [●], 2012 2012, or if such date shall in the State of Delaware be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Eastern Standard Time the next following day which in the State of Delaware is not a holiday or a day on which banks are authorized to close (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2.1(b) hereunder. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise If the Common Stock is in registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on Warrant Shares deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the “cashless exercise” procedure contained in Section 2.1(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with this Section 2.1(b)(i) or (ii). “Fair Market Value” per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the NASD OTC Bulletin Board or other electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant).; or (ii) If the Common Stock is at the time listed on any Exchange, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. "

Appears in 1 contract

Samples: Warrant Agreement (Tactical Solution Partners, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 3.1 This Warrant is exercisable at any time and from time to time during the period commencing the date hereof on April 20, 2004 ("Commencement Date") and ending at 5:00 p.m., Eastern Time on June 15, 2012 (the Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant Certificate to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 3.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant Certificate shall have been surrendered to the Company as provided in Section 2.1subsection 3.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 subsection 3.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 3.3 Within three (3) business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 10 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 3.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 1 contract

Samples: Warrant Agreement (Aquacell Technologies Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 3.1 This Warrant is exercisable at any time and from time to time during the period commencing the date hereof on December 11, 2008 (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 (the Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant Certificate to the Company together with a duly completed Notice form of Exercise in the form exercise attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 3.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant Certificate shall have been surrendered to the Company as provided in Section 2.1subsection 3.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 subsection 3.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 3.3 Within three (3) business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 10 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 subsection 3.1 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 3.4 The term “

Appears in 1 contract

Samples: Common Stock Purchase Warrant (En2go International Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Standard Time on June 15December 17, 2012 2011, or if such date shall in the State of Delaware be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Eastern Standard Time the next following day which in the State of Delaware is not a holiday or a day on which banks are authorized to close (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2.1(b) hereunder. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise If the Common Stock is in registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on Warrant Shares deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the “cashless exercise” procedure contained in Section 2.1(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with this Section 2.1(b)(i) or (ii). “Fair Market Value” per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the NASD OTC Bulletin Board or other electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant).; or (ii) If the Common Stock is at the time listed on any Exchange, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. "

Appears in 1 contract

Samples: Warrant Agreement (Tactical Solution Partners, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15December 12, 2012 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company’s Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on an Exchange or quoted on the Nasdaq markets or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the Exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on an Exchange or quoted on the Nasdaq markets, or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith, in the Board’s sole discretion.

Appears in 1 contract

Samples: Warrant Agreement (Macrochem Corp)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Standard Time on June 15May __, 2012 2012, or if such date shall in the State of Delaware be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Eastern Standard Time the next following day which in the State of Delaware is not a holiday or a day on which banks are authorized to close (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2.1(b) hereunder. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise If the Common Stock is in registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on Warrant Shares deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the “cashless exercise” procedure contained in this Section 2.1(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with this Section 2.1(b)(i) or (ii). “Fair Market Value” per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the NASD OTC Bulletin Board or other electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant).; or (ii) If the Common Stock is at the time listed on any Exchange, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. "

Appears in 1 contract

Samples: Warrant Agreement (Pc Universe Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof on February 11, 2008 (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 the date set forth above (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise, except as provided in Section 2.1(b) hereunder. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three five (5) business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares of Common Stock currently stated on the face of this Warrant minus the number of such Units Warrant Shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 1 contract

Samples: Warrant Agreement (Dr. Tattoff, Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15November 30, 2012 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company’s Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on an Exchange or quoted on the Nasdaq markets or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the Exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on an Exchange or quoted on the Nasdaq markets, or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith, in the Board’s sole discretion.

Appears in 1 contract

Samples: Warrant Agreement (Macrochem Corp)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 3.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15August 1, 2012 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units then being purchased upon such exercise. 2.2 3.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates. 2.3 3.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units currently stated on the face of this Warrant minus the number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 1 contract

Samples: Warrant Agreement (Lifesciences Opportunities Inc)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15, 2012 2013 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Payment of the Exercise Price may be made at the option of the Warrant Holder by: (i) certified or official bank check payable to the order of the Company or (ii) wire transfer of immediately available funds to the account of the Company. 2.3 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 2.4 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 2.4 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.5 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.1 or surrendered and cancelled pursuant to Section 2.2 (in each case prior subject to any adjustments made thereto pursuant to the provisions of this Warrant). 2.5 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company’s Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on an Exchange or quoted on the Nasdaq markets or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the Exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on an Exchange or quoted on the Nasdaq markets, or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith, in the Board’s sole discretion.

Appears in 1 contract

Samples: Warrant Agreement (Macrochem Corp)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 (a) This Warrant is exercisable at any time and from time to time commencing the date hereof on February 22, 2011 ("Commencement Date") and ending at 5:00 p.m., Eastern Central Standard Time on June 15February 22, 2012 2013, or if such date shall in the State of Texas be a holiday or a day on which banks are authorized to close, then 5:00 p.m., Central Standard Time the next following day which in the State of Texas is not a holiday or a day on which banks are authorized to close (the "Expiration Date"), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company , except as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units represented by such certificates2(b). 2.3 Within three business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units to which such Warrant Holder shall be entitled upon such exercise , and (b) in case such exercise If the Common Stock is in registered under Section 12 of the Securities Exchange Act of 1934, as amended, the Warrant Holder may elect to pay all or part onlyof the Exercise Price by surrendering shares of Common Stock to the Company, a new Warrant or Warrants (dated including by allowing the date hereof) of like tenor, stating on the face or faces thereof Company to deduct from the number of Units currently stated on Warrant Shares deliverable upon exercise of this Warrant, a number of such shares which has an aggregate Fair Market Value, determined as of the face average of the last sale price (defined hereunder) of the Common Stock for the 20 consecutive trading days immediately preceding the date of exercise of this Warrant, equal to the aggregate Exercise Price. In the event that the Warrant Holder elects to utilize the "cashless exercise" procedure contained in this Section 2(b), this Warrant is exercisable upon surrender of this Warrant minus to the Company together with a duly completed Notice of Exercise in the form attached hereto and surrender of that number of such Units purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant shares of Common Stock equal to the provisions aggregate Exercise Price determined in accordance with Section 2(b)(i) or (ii). The "Fair Market Value" per share of Common Stock on any relevant date shall be determined in accordance with the following provisions: (i) If the Common Stock is at the time traded on the Pink Sheets, LLC, NASD OTC Bulletin Board or other inter-dealer electronic quotation service, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant); or (ii) If the Common Stock is at the time listed on any Exchange, then the Fair Market Value shall be the average of the last sale price per share of the Common Stock for the 20 consecutive trading days preceding the date of exercise of this Warrant, on the Exchange determined to be the primary market for the Common Stock. The term "Exchange" shall mean any organization, association, or group of persons, whether incorporated or unincorporated, which constitutes, maintains, or provides a market place or facilities for bringing together purchasers and sellers of securities or for otherwise performing with respect to securities the functions commonly performed by a stock exchange as that term is generally understood, and includes the market place and the market facilities maintained by such exchange.

Appears in 1 contract

Samples: Security Agreement (Baron Energy Inc.)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15April , 2012 2013 (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three five business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise plus, in lieu of any fractional share to which such Warrant Holder would otherwise be entitled, cash in an amount determined pursuant to Section 2.4 hereof, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units shares currently stated on the face of this Warrant minus the number of such Units shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant). 2.4 The Company shall not be required upon the exercise of this Warrant to issue any fractional shares, but shall make an adjustment thereof in cash on the basis of the “last sale price” (as defined below) of the Company’s Common Stock on the trading day immediately prior to the date of exercise. For purposes of this Section 2.4, “last sale price” shall mean (i) if the Common Stock is listed on an Exchange or quoted on the Nasdaq markets or NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), the last sale price of the Common Stock in the principal trading market for the Common Stock as reported by the Exchange, Nasdaq or the NASD, as the case may be; (ii) if the Common Stock is not listed on an Exchange or quoted on the Nasdaq markets, or the NASD OTC Bulletin Board (or successor such as the Bulletin Board Exchange), but is traded in the over-the-counter market, the closing bid price for the Common Stock on the last trading day preceding the date in question for which such quotations are reported by the Pink Sheets, LLC or similar publisher of such quotations; and (iii) if the fair market value of the Common Stock cannot be determined pursuant to clause (i) or (ii) above, such price as the Board of Directors of the Company shall determine, in good faith, in the Board’s sole discretion.

Appears in 1 contract

Samples: Warrant Agreement (Macrochem Corp)

EXERCISE OF WARRANT; EXPIRATION DATE. 2.1 This Warrant is exercisable at any time and from time to time commencing the date hereof (“Commencement Date”) and ending at 5:00 p.m., Eastern Time on June 15___________, 2012 20____ (the “Expiration Date”), in whole or from time to time in part, at the option of the Warrant Holder, upon surrender of this Warrant to the Company together with a duly completed Notice of Exercise in the form attached hereto and payment of an amount equal to the then applicable Exercise Price multiplied by the number of Warrant Units Shares then being purchased upon such exercise. 2.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant shall have been surrendered to the Company as provided in Section 2.1. At such time, the person or persons in whose name or names any certificates for Warrant Units Shares shall be issuable upon such exercise as provided in Section 2.3 below shall be deemed to have become the holder or holders of record of the Warrant Units Shares represented by such certificates. 2.3 Within three five business days after the exercise of the purchase right represented by this Warrant, the Company at its expense will use its reasonable best efforts to cause to be issued in the name of, and delivered to, the Warrant Holder, or, subject to the terms and conditions hereof, to such other individual or entity as such Warrant Holder (upon payment by such Warrant Holder of any applicable transfer taxes) may direct: (a) a certificate or certificates for the number of full Warrant Units Shares to which such Warrant Holder shall be entitled upon such exercise exercise, and (b) in case such exercise is in part only, a new Warrant or Warrants (dated the date hereof) of like tenor, stating on the face or faces thereof the number of Units Warrant Sxxxxx currently stated on the face of this Warrant minus the number of such Units Warrant Shares purchased by the Warrant Holder upon such exercise as provided in Section 2.2 (in each case prior to any adjustments made thereto pursuant to the provisions of this Warrant).

Appears in 1 contract

Samples: Warrant Agreement (Lifesciences Opportunities Inc)

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