Common use of Exercise of Warrants Exercise Price Clause in Contracts

Exercise of Warrants Exercise Price. (a) The Holder of any Warrant Certificate may exercise the Warrants evidenced thereby in whole or in part by surrendering such Warrant Certificate, with the form of election to exercise attached thereto duly completed and executed, to the Transfer Agent at its principal office with a copy to the Company, together, to the extent necessary, with payment of the aggregate Exercise Price for the Warrants being exercised, at or prior to the close of business on the Final Expiration Date. (b) The Exercise Price for each Warrant shall initially be $10.00, which the Company represents and warrants is the fair market value per share of the Common Stock as of January 8, 2002 based on the then-prevailing trading price. The Exercise Price shall be subject to adjustment from time to time as provided in Section 6 and shall be payable in accordance with Section 3(c). (c) Upon receipt of a Warrant Certificate, with the form of election to exercise duly completed and executed, accompanied by payment of the aggregate Exercise Price for the Warrants being exercised, except (x) to the extent that the Holder thereof has made, and the Company has accepted, a net issuance request, and an amount equal to any applicable transfer taxes required to be paid by such Holder in accordance with Section 5(c) in cash or by certified check or cashier’s check payable to the order of the Company or (y) to the extent that RAC shall have certified that a Mesa Default shall have occurred and be continuing and that it has made a Set-off Payment in the amount specified in that certification, the Company shall promptly: (i) requisition from the Transfer Agent certificates for the number of shares of Common Stock being purchased; (ii) when appropriate, prepare or cause to be prepared a check for the amount of cash to be paid in lieu of the issuance of a fractional share in accordance with Section 7; (iii) cause the Transfer Agent to deliver such certificates to or upon the order of such Holder, registered in such name or names as designated by such Holder; and (iv) when appropriate, deliver such check to or upon the order of such Holder. The Company hereby irrevocably authorizes the Transfer Agent to comply with all such requests from the Holder or the Company in accordance with this Agreement, including, without limitation, this Section 3(c). (d) If the Holder of any Warrant Certificate shall exercise less than all the Warrants evidenced thereby, a new Warrant Certificate evidencing a number of Warrants equal to the number of Warrants remaining unexercised shall be issued by the Transfer Agent to such Holder or to its duly authorized assigns, subject to the provisions of Section 7.

Exercise of Warrants Exercise Price. (a) The Holder of any Warrant Certificate may exercise the Warrants evidenced thereby in whole or in part by surrendering such Warrant Certificate, with the form of election to exercise attached thereto duly completed and executed, to the Transfer Agent Company at its principal office with a copy to the Companyoffice, together, to the extent necessary, with payment of the aggregate Exercise Price for the Warrants being exercisedexercised (including through any exercise of the net issuance option), at or prior to the close of business on the Final Expiration Date. (b) The Exercise Price for each Warrant shall initially be $10.004.73, which the Company represents and warrants is to the fair market value per share Bank to be the price most recently paid for Convertible Securities (as defined in Section 6) convertible into an equivalent number of the shares of Common Stock as of January 8Stock, 2002 based on the then-prevailing trading price. The Exercise Price shall be subject to adjustment from time to time as provided in Section 6 and shall be payable in accordance with Section 3(c). (c) Upon receipt of a Warrant Certificate, with the form of election to exercise duly completed and executed, accompanied by payment of the aggregate Exercise Price for the Warrants being exercised, except (x) to the extent that the Holder thereof has made, and determined to use the Company has accepted, a net issuance requestoption, and an amount equal to any applicable transfer taxes required to be paid by such Holder in accordance with Section 5(c5{c) in cash or by certified check or cashier’s check payable to the order of the Company or (y) to the extent that RAC shall have certified that a Mesa Default shall have occurred and be continuing and that it has made a Set-off Payment in the amount specified in that certificationCompany, the Company shall promptly: (i) requisition from any transfer agent of the Transfer Agent Common Stock or otherwise obtain certificates for the number of shares of Common Stock being purchased; (ii) when appropriate, prepare or cause to be prepared a check for the amount of cash to be paid in lieu of the issuance of a fractional share in accordance with Section 7; (iii) after receipt of such certificates, cause the Transfer Agent same to deliver such certificates be delivered to or upon the order of such Holder, registered in such name or names as designated by such Holder; and (iv) when appropriate, deliver such check to or upon the order of such Holder. The Company hereby irrevocably authorizes each transfer agent of the Transfer Agent Common Stock to comply with all such requests from the Holder or the Company in accordance with this Agreement, including, without limitation, this Section 3(c). (d) If the Holder of any Warrant Certificate shall exercise less than all the Warrants evidenced thereby, a new Warrant Certificate evidencing a number of Warrants equal to the number of Warrants remaining unexercised shall be issued by the Transfer Agent Company to such Holder or to its duly authorized assigns, subject to the provisions of Section 7.

Exercise of Warrants Exercise Price. (a) The Holder of any Warrant Certificate may exercise the Warrants evidenced thereby in whole or in part by surrendering such Warrant Certificate, with the form of election to exercise attached thereto duly completed and executed, to the Transfer Agent Company at its principal office with a copy to the Companyoffice, together, to the extent necessary, with payment of the aggregate Exercise Price for the Warrants being exercised, at or prior to the close of business on the Final Expiration Date. (b) The Exercise Price for each Warrant shall initially be $10.0010.00 per share of Non-Voting Common Stock, which the Company represents and warrants is to the Bank to be the fair market value per share of the Non-Voting Common Stock as of January 8, 2002 the date of this Agreement based on the thenvaluation used for the Xxxxx, Xxxx & Xxxxx acquisition of Borrower's Non-prevailing trading priceVoting Common Stock. The Exercise Price shall be subject to adjustment from time to time as provided in Section 6 and shall be payable in accordance with Section 3(c). (c) Upon receipt of a Warrant Certificate, with the form of election to exercise duly completed and executed, accompanied by payment of the aggregate Exercise Price for the Warrants being exercised, except (x) to the extent that the Holder thereof has made, and determined to use the Company has accepted, a net issuance requestoption, and an amount equal to any applicable transfer taxes required to be paid by such Holder in accordance with Section 5(c) in cash or by certified check or cashier’s 's check payable to the order of the Company or (y) to the extent that RAC shall have certified that a Mesa Default shall have occurred and be continuing and that it has made a Set-off Payment in the amount specified in that certificationCompany, the Company shall promptly: (i) requisition from any transfer agent of the Transfer Agent Non-Voting Common Stock or otherwise obtain certificates for the number of shares of Non-Voting Common Stock being purchased; (ii) when appropriate, prepare or cause to be prepared a check for the amount of cash to be paid in lieu of the issuance of a fractional share in accordance with Section 7; (iii) after receipt of such certificates, cause the Transfer Agent same to deliver such certificates be delivered to or upon the order of such Holder, registered in such name or names as designated by such Holder; and (iv) when appropriate, deliver such check to or upon the order of such Holder. The Company hereby irrevocably authorizes each transfer agent of the Transfer Agent Non-Voting Common Stock to comply with all such requests from the Holder or the Company in accordance with this Agreement, including, without limitation, this Section 3(c). (d) If the Holder of any Warrant Certificate shall exercise less than all the Warrants evidenced thereby, a new Warrant Certificate evidencing a number of Warrants equal to the number of Warrants remaining unexercised shall be issued by the Transfer Agent Company to such Holder or to its duly authorized assigns, subject to the provisions of Section 7.

Exercise of Warrants Exercise Price. (a) The Holder of any Warrant Certificate may exercise the Warrants evidenced thereby in whole or in part by surrendering such after the Initial Exercise Date during normal business hours on any business day upon surrender of the Warrant Certificate, Certificate with the form of election to exercise attached thereto purchase on the reverse side thereof duly completed and executed, executed to the Transfer Warrant Agent at its facility maintained for such purpose at EquiServe Trust Company N.A., c/o EOTT ENERGY LLC, Corporate Actions, 150 Royal Street, Canton, MA 02021, (781)575-2726 or at the principal office with a copy to the Companyxxxxxx xx xxx Xxxxxxx Xxxxx, togetherxx xxen xxxxxxxxx, to the extent necessary, xogether with payment of the aggregate Exercise Price for each Common Unit as to which the Warrants being are exercised, at or prior to the close of business 5:00 p.m. (New York time) on the Final Expiration Date. On the Expiration Date, all unexercised Warrants shall automatically terminate and cease to be of any further force or effect, and all rights under any outstanding Warrant Certificates shall cease. (b) The Exercise Price for each Common Unit pursuant to the exercise of a Warrant shall initially be $10.00, which the Company represents and warrants is the fair market value 12.50 per share of the Common Stock as of January 8, 2002 based on the then-prevailing trading priceUnit. The Exercise Price shall be subject to adjustment from time to time as provided in Section 6 10 hereof and shall be payable only in accordance with Section 3(c)the consideration specified in paragraph (c) immediately below. (c) Upon receipt of a Warrant Certificate, with the form of election to exercise purchase duly completed and executed, accompanied by payment payment, in cash, or by certified check, bank draft or postal or express money order payable to the order of the aggregate Company, of the Exercise Price for the Warrants being exercised, except (x) Common Units to the extent that the Holder thereof has made, and the Company has accepted, a net issuance request, be purchased and an amount equal to any applicable transfer taxes required to be paid by such Holder in accordance with Section 5(c) in cash or by certified check or cashier’s check payable to the order of the Company or (y) to the extent that RAC shall have certified that a Mesa Default shall have occurred and be continuing and that it has made a Set-off Payment in the amount specified in that certificationtax, the Company Warrant Agent shall thereupon promptly: (i) requisition demand from the Transfer Agent transfer agent of the Common Units of the Company certificates for the number of shares of whole Common Stock being purchased; Units to be purchased and the Company hereby authorizes its transfer agent to comply with such requests, (ii) when appropriate, prepare or cause to be prepared a check for demand from the Company the amount of cash to be paid in lieu of the issuance of a fractional share in accordance with Section 7; Common Units, and (iii) after receipt of such certificates cause the Transfer Agent same to deliver such certificates be delivered to or upon the order of the Holder of such HolderWarrant Certificate, registered in such name or names as may be designated by such Holder; and (iv) , and, when appropriate, after receipt promptly deliver such check cash to or upon the order of such Holder. The Company hereby irrevocably authorizes the Transfer Agent to comply with all such requests from the Holder or of such Warrant Certificate. Each exercise of any Warrant shall be deemed to have been effected immediately prior to the Company close of business on the business day on which the Warrant Certificate representing such Warrant, a duly executed election to purchase and payment of the Exercise Price shall have been delivered as provided in accordance with this Agreement, including, without limitation, this Section 3(c)6, and at such time the Holder in whose name the certificate for the Common Units shall be issuable upon such exercise shall be deemed to have become the Holder of record thereof. (d) If In case the Holder of any Warrant Certificate shall exercise less than all the Warrants evidenced thereby, a new Warrant Certificate evidencing a number of Warrants equal equivalent to the number of Warrants remaining unexercised shall be issued by the Transfer Warrant Agent to the Holder of such Holder Warrant Certificate or to its his duly authorized assigns, subject to the provisions of Section 713 hereof. (e) Nothing herein shall be deemed to restrict the Company from purchasing or otherwise acquiring Warrants at such times, in such manner and for such consideration as it may deem appropriate. (f) Notwithstanding any of the provisions of this Agreement or of the Warrant Certificates to the contrary, the Company may, at its option, issue replacement Warrant Certificates evidencing Warrants in such form as may be approved by the Board of Directors of the Company to reflect any adjustment or change in the Exercise Price per Common Unit and the number or kind or class of Company securities or other securities or property purchasable under the several Warrant Certificates made in accordance with the provisions of this Agreement. (g) Notwithstanding any of the provisions of this Agreement or the Warrant Certificates to the contrary, if any applicable law or any rule, regulation or order of the Securities and Exchange Commission or other governmental entity having jurisdiction requires the registration of the Common Units or other securities to be issued upon exercise of a Warrant, (i) the Warrant shall not be exercisable until the registration of such Common Units or other securities is effected and (ii) the Company shall use commercially reasonable efforts to effect a registration statement covering such Common Units or other securities as soon as reasonably practicable.