Loss or Mutilation. Upon: (a) receipt by the Company and the Warrant Agent of evidence satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or indemnity as may be required by them to save each of them harmless; and (b) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will execute and on written request the Warrant Agent will countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will be deemed for purposes of this Agreement to have been surrendered for exercise on the date the conditions specified in clauses (a) and (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6, the Company may require the payment of a sum sufficient to cover any tax or governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 in lieu of any lost, stolen or destroyed Warrant Certificate will constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will be at any time enforceable by anyone, and will be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement of mutilated, lost, stolen or destroyed Warrant Certificates.
Appears in 5 contracts
Samples: Master Warrant Agreement (Seven Seas Petroleum Inc), Master Warrant Agreement (Seven Seas Petroleum Inc), Master Warrant Agreement (Seven Seas Petroleum Inc)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(c)(ii) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 5 contracts
Samples: Warrant Agreement (Civitas Resources, Inc.), Warrant Agreement (Bonanza Creek Energy, Inc.), Warrant Agreement (Bonanza Creek Energy, Inc.)
Loss or Mutilation. Upon: Upon (ai) receipt by the Company and the Warrant Agent of evidence satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or indemnity as may be required by them to save each of them harmless; harmless and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and (bii) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 7 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 7 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 4 contracts
Samples: Warrant Agreement (Ascent Energy Inc), Warrant Agreement (Gothic Energy Corp), Warrant Agreement (Gothic Energy Corp)
Loss or Mutilation. Upon: Upon (ai) receipt by the Company and the Warrant Agent of evidence an affidavit of loss and an open penalty bond of indemnity in a form and substance and from a surety company satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or indemnity as may be required by them to save each of them harmless; Agent and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and (bii) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Article 7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Article 7 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Article 7 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 4 contracts
Samples: Warrant Agreement, Warrant Agreement (Danaos Corp), Warrant Agreement (Danaos Corp)
Loss or Mutilation. Upon: If (ai) receipt any mutilated Warrant Certificate is surrendered to the Warrant Agent or (ii) both (x) there shall be delivered to the Company and the Warrant Agent (A) a claim by a Warrantholder as to the destruction, loss or wrongful taking of any Warrant Certificate of such Warrantholder, evidence reasonably satisfactory to the Company of such destruction, loss or taking, and a request for a new replacement Warrant Certificate, and (B) such open penalty surety bond or other indemnity bond as may be required by the Company and the Warrant Agent of evidence satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or indemnity as may be required by them to save each of them harmless; and any agent of either of them harmless from any loss that either of them may suffer if a Warrant Certificate is replaced and (by) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofCompany have been satisfied, then, in the absence of notice to the Company of the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder Warrantholder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered HolderWarrantholder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such HolderWarrantholder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and or (bii) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, each of the Company and the Warrant Agent may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every Each new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lostdestroyed, stolen lost or destroyed wrongfully taken Warrant Certificate will shall be at any time enforceable by anyoneany other Person, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 3 contracts
Samples: Warrant Agreement, Warrant Agreement, Warrant Agreement
Loss or Mutilation. Upon: (a) receipt by If (i) any mutilated Warrant Certificate is surrendered to the Warrant Agent or (ii) both (A) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (x) a claim by a Warrantholder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Warrantholder and a request thereby for a new replacement Warrant Certificate, and (y) such security or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bB) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder Warrantholder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At Warrants and of the written request of such registered Holder, the new Warrant Certificate so issued will be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will be deemed for purposes of this Agreement to have been surrendered for exercise on the date the conditions specified in clauses (a) and same class.
(b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 2.8, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. .
(c) Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 2.8 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Warrant Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. .
(d) The provisions of this paragraph 6 Section 2.8 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 3 contracts
Samples: Warrant Agreement (Chesapeake Energy Corp), Warrant Agreement (Chesapeake Energy Corp), Warrant Agreement (Chesapeake Energy Corp)
Loss or Mutilation. Upon: Upon (ai) receipt by the Company and the Warrant Agent of evidence satisfactory an affidavit with respect to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and an open penalty surety bond satisfactory to the Warrant Agent holding both it and the Company harmless and other such security or indemnity as may be reasonably required by them to save each of them harmless; harmless and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and (bii) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Article 7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Article 7 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Article 7 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 3 contracts
Samples: Warrant Agreement (Marshall Edwards Inc), Warrant Agreement (Marshall Edwards Inc), Warrant Agreement (Marshall Edwards Inc)
Loss or Mutilation. Upon: Upon (ai) receipt by the Company and the Warrant Agent of evidence an affidavit of non-receipt; and an open penalty bond of indemnity in a form and substance and from a surety company satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or indemnity as may be required by them to save each of them harmless; Agent and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and (bii) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Article 7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Article 7 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Article 7 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 3 contracts
Samples: Warrant Agreement (Thurman International Ltd.), Warrant Agreement (Paragon Shipping Inc.), Warrant Agreement (Paragon Shipping Inc.)
Loss or Mutilation. Upon: If any mutilated, lost, stolen or destroyed Warrant Certificate is surrendered to the Warrant Agent (ai) receipt by there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them the Company or the Warrant Agent to save each of them harmless; the Company and (b) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofany agent of either of them harmless, (ii) such other reasonable requirements as may be imposed by the Company or Warrant Agent as permitted by Section 8-405 of the Uniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, and (iii) at the Company’s or the Warrant Agent’s request, reimbursement to the Company will and the Warrant Agent of all reasonable expenses incidental thereto, the Company shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(c)(i)(y)(II) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the reasonable and documented fees and expenses of the Warrant Agent and of counsel to the CompanyAgent) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 are exclusive and will preclude (to the extent lawful) all other rights and remedies with respect to the replacement of mutilated, lost, stolen or destroyed Warrant Certificates.
Appears in 2 contracts
Samples: Warrant Agreement (Lonestar Resources US Inc.), Warrant Agreement (Lonestar Resources US Inc.)
Loss or Mutilation. Upon: Upon (ai) receipt by the Company and the Warrant Agent of evidence reasonably satisfactory to them the Warrant Agent of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such reasonable and customary security or indemnity as may be required by them the Warrant Agent and the Company to save each of them harmless; hold the Company and the Warrrant Agent harmless and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will execute shall execute, and on written request the Warrant Agent will countersign shall countersign, issue and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent Company as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and (bii) of the immediately preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses thereto. All Warrant Certificates surrendered for exercise or for exchange in case of mutilated Warrant Certificates shall be promptly cancelled by the Warrant Agent and thereafter retained by the Warrant Agent until termination of counsel to this Agreement or its resignation as Warrant Agent, or disposed of or destroyed, at the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 in lieu of any lost, stolen or destroyed Warrant Certificate will constitute an additional contractual obligation direction of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will be at any time enforceable by anyone, and will be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 2 contracts
Samples: Warrant Agreement (Forcenergy Inc), Warrant Agreement (Forcenergy Inc)
Loss or Mutilation. Upon: If (a) receipt by any mutilated, lost, stolen or destroyed Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section 8‑405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, and (iii) at the Company’s or the Warrant Agent’s request, reimbursement to the Company will and the Warrant Agent of all reasonable expenses incidental thereto, the Company shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(c)(II) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the reasonable and documented fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 2 contracts
Samples: Warrant Agreement (Denbury Inc), Warrant Agreement (Denbury Inc)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by them the Warrant Agent or the Company to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to such other reasonable requirements as may be reasonably imposed by the Warrant Agent and cancellation thereofthe Company have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 in lieu of any lost, stolen or destroyed Warrant Certificate will constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will be at any time enforceable by anyone, and will be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 2 contracts
Samples: Warrant Agreement (Talbots Inc), Warrant Agreement (Talbots Inc)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section 8‑405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(c)(ii) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 2 contracts
Samples: Warrant Agreement (Extraction Oil & Gas, Inc.), Warrant Agreement (Extraction Oil & Gas, Inc.)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(c)(y)(II) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 2 contracts
Samples: Warrant Agreement (FTS International, Inc.), Warrant Agreement (FTS International, Inc.)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Warrantholder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Warrantholder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofCompany have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser” (as defined in the New York Uniform Commercial Code), the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder Warrantholder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered HolderWarrantholder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such HolderWarrantholder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 7 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 7 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(d)(i)(y)(II) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: (a) Upon receipt by the Company and the Warrant Agent of evidence satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or of indemnity as may be required by satisfactory to them to save each of them harmless; and (b) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent ) upon surrender and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the Units or Warrants evidenced represented thereby have been acquired by a bona fide purchaser, the Company will shall execute and on written request an authorized signatory of the Warrant Agent will shall manually countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor for or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Units or Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will be deemed for purposes of this Agreement to have been surrendered for exercise on the date the conditions specified in clauses (a) and (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 2.4, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 2.4 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional a contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will Certificates shall be at any time enforceable by anyoneunder applicable law, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 2.4 are exclusive and will shall preclude (to the extent lawful) all other rights and remedies or remedies, notwithstanding any law or statute existing or hereafter enacted to the contrary, with respect to the replacement of mutilated, lost, stolen or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section -405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(c)(ii) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: (a) Upon receipt by the Company and the Warrant Agent of evidence reasonably satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security of an indemnity bond reasonably satisfactory to them in form or indemnity as may be required by them to save each of them harmless; amount, and (b) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent ) upon surrender and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the New Class 11 Class A Warrants evidenced represented thereby have been acquired by a bona fide protected purchaser, the Company will shall execute and on written request the Warrant Agent will countersign and deliver to the Warrant Agent and, upon the Company’s request, an authorized signatory of the Warrant Agent shall manually countersign and deliver, to the registered Holder holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor for or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of New Class 11 Class A Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will be deemed for purposes of this Agreement to have been surrendered for exercise on the date the conditions specified in clauses (a) and (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Article XII, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the reasonable fees and expenses of the Warrant Agent and of counsel to the CompanyAgent) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Article XII in lieu of any lost, stolen or destroyed Warrant Certificate will constitute an additional contractual obligation shall be entitled to the same benefits of the Companythis Agreement equally and proportionately with any and all other Warrant Certificates, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Article XII are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Trump Entertainment Resorts Holdings Lp)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, of the mutilated Warrant Certificate to Company and the Warrant Agent and cancellation thereofas permitted by Section 8-405 of the Uniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be is imposed in relation thereto and any other reasonable and documented out-of-pocket expenses (including the reasonable and documented fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Audacy, Inc.)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, of the mutilated Warrant Certificate to Company and the Warrant Agent and cancellation thereofhave been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser, ,” the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(c)(II) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: (a) Upon receipt by the Company and the Warrant Agent of (i) evidence satisfactory to them of the ownership of ownership, and the loss, theft, 39 44 destruction or mutilation mutilation, of any Warrant Certificate and such security or (ii) of indemnity as may be required by satisfactory to them to save each of them harmless; and (b) surrenderor, in the case of mutilation, upon surrender and cancellation of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofCertificate, then, in the absence of notice to the Company of or the Warrant Agent that the Warrant or Warrants evidenced represented thereby have been acquired by a bona fide purchaser, the Company will shall execute and on written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor for or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will be deemed for purposes of this Agreement to have been surrendered for exercise on the date the conditions specified in clauses (a) and (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 11.2, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the CompanyAgent) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 11.2 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional a contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will Certificates shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 11.2 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (American Communications Services Inc)
Loss or Mutilation. Upon: Upon (ai) receipt by the Company and the Warrant Agent of evidence reasonably satisfactory to them the Warrant Agent of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such reasonable and customary security or indemnity as may be required by them the Warrant Agent and the Company to save each of them harmless; hold the Company and the Warrant Agent harmless and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will execute shall execute, and on written request the Warrant Agent will countersign shall countersign, issue and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent Company as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and (bii) of the immediately preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses thereto. All Warrant Certificates surrendered for exercise or for exchange in case of mutilated Warrant Certificates shall be promptly canceled by the Warrant Agent and thereafter retained by the Warrant Agent until termination of counsel to this Agreement or its resignation as Warrant Agent, or disposed of or destroyed, at the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 in lieu of any lost, stolen or destroyed Warrant Certificate will constitute an additional contractual obligation direction of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will be at any time enforceable by anyone, and will be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Forcenergy Inc)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(d)(i)(y)(II) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company or the Warrant Agent may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. The Warrant Agent has no duty or obligation to issue a new Warrant Certificate unless it is satisfied that such tax or charge has been paid. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: Upon (ai) receipt by the Company and the Warrant Agent of evidence satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or indemnity as may be required by them to save each of them harmless; harmless and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of prior written notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will shall execute and on deliver to the Warrant Agent and upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and (bii) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 7 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 7 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates. 8. RESERVATION AND AUTHORIZATION OF WARRANT SHARES The Company shall at all times reserve and keep available, free from preemptive rights, solely for issue upon the exercise of Warrants as herein provided, such number of its authorized but unissued Warrant Shares deliverable upon the exercise of Warrants as will be sufficient to permit the exercise in full of all outstanding Warrants. The Company covenants that all Warrant Shares will, at all times that Warrants are exercisable, be duly approved for listing subject to official notice of issuance on each securities exchange, if any, on which the Common Shares are then listed. The Company covenants that (i) all Warrant Shares that may be issued upon exercise of Warrants shall upon issuance be duly and validly authorized, issued and fully paid and nonassessable and free of preemptive or similar rights and (ii) the stock certificates issued to evidence any such Warrant Shares will comply with the Delaware General Corporation Law and any other applicable law. The Company hereby authorizes and directs its current and future transfer agents for the Common Shares at all times to reserve stock certificates for such number of authorized shares as shall be requisite for such purpose. The Warrant Agent is hereby authorized to requisition from time to time from any such transfer agents stock certificates required to honor outstanding Warrants upon exercise thereof in accordance with the terms of this Agreement, and the Company hereby authorizes and directs such transfer agents to comply with all such requests of the Warrant Agent. The Company will supply such transfer agents with duly executed stock certificates for such purposes. Promptly after the date of expiration of all of the Warrants in accordance with Section 3.2(b), the Warrant Agent shall certify to the Company the aggregate number of Warrants then outstanding, and thereafter no Warrant Shares shall be reserved in respect of such Warrants.
Appears in 1 contract
Loss or Mutilation. Upon: (a) receipt by If any mutilated Warrant Certificate is surrendered to the Warrant Agent or there shall be delivered to the Company and the Warrant Agent of evidence satisfactory a claim by a Warrantholder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Warrantholder, evidence reasonably satisfactory to the Company of such destruction, loss or taking, and such security a request for a new replacement Warrant Certificate, then
(i) upon receipt by the Warrant Agent of an open penalty surety bond or other indemnity as may be required by them bond satisfactory to save the Company and the Warrant Agent and holding each of the Warrant Agent and Company harmless from any loss that either of them harmless; and (b) surrender, in the case of mutilation, of the mutilated may suffer if a Warrant Certificate is replaced,
(ii) absent notice to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of the that such Warrant Agent that the Warrants evidenced thereby have Certificate has been acquired by a bona fide purchaser, and
(iii) after such other reasonable requirements as may be imposed by the Company will have been satisfied, the Company shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder Warrantholder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity as mentioned in clause (i) above. At the written request of such registered HolderWarrantholder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such HolderWarrantholder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and this Section 6 are first satisfied.
(b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, each of the Company and the Warrant Agent may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every .
(c) Each new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lostdestroyed, stolen lost or destroyed wrongfully taken Warrant Certificate will shall be at any time enforceable by anyoneany other Person, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. .
(d) The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Valaris PLC)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or open penalty surety bond and/or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company or Warrant Agent as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code or bona fide purchaser, and (iii) at the Company’s or the Warrant Agent’s request, reimbursement to the Company will and the Warrant Agent of all reasonable expenses incidental thereto, the Company shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2(c)(II) to have been surrendered for exercise on the date the conditions specified in clauses (aA) and or (bB) of the preceding sentence were first satisfied. The Warrant Agent may, at its option, issue replacement Warrants for mutilated certificates upon presentation thereof without such indemnity. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the reasonable and documented fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 5, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 5 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 5 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Aventine Renewable Energy Holdings Inc)
Loss or Mutilation. Upon: (a) Upon receipt by the Company and the Warrant Agent of evidence satisfactory to them (in the exercise of reasonable discretion) of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or of indemnity as may be required by satisfactory to them to save each (in the exer cise of them harmless; reasonable discretion), and (b) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent ) upon surrender and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced warrants represented thereby have been acquired by a bona fide purchaser, the Company will execute and on written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor for or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will be deemed for purposes of this Agreement to have been surrendered for exercise on the date the conditions specified in clauses (a) and (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 5, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the CompanyAgent) in connection therewithherewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 5 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional a contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 5 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Palomar Medical Technologies Inc)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Warrantholder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Warrantholder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofCompany have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser”, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder Warrantholder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered HolderWarrantholder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such HolderWarrantholder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 7 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 7 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Internap Corp)
Loss or Mutilation. Upon: Upon (ai) receipt by the Company and the Warrant Agent of evidence satisfactory to them of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or indemnity as may be required by them to save each of them harmless; harmless and (bii) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have been acquired by a bona fide purchaser, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (ai) and (bii) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Article 7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Article 7 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Article 7 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 1 contract
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by and satisfactory to them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, Company as permitted by Section 8-405 of the mutilated Warrant Certificate to the Warrant Agent and cancellation thereofUniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 5, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 5 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 5 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Aventine Renewable Energy Holdings Inc)
Loss or Mutilation. Upon: (a) Upon receipt by the Company and the Warrant Agent of evidence satisfactory to them them, in their reasonable discretion, of the ownership of and the loss, theft, destruction or mutilation of any Warrant Certificate and such security or of indemnity as may be required by satisfactory to them to save each of them harmless; and (b) surrender, in the case of mutilation, of the mutilated Warrant Certificate to the Warrant Agent ) upon surrender and cancellation thereof, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced represented thereby have been acquired by a bona fide purchaser, the Company will shall execute and on written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolen, destroyed or mutilated Warrant Certificate, in exchange therefor for or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will be deemed for purposes of this Agreement to have been surrendered for exercise on the date the conditions specified in clauses (a) and (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph 6Section 2.4, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the reasonable fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph 6 Section 2.4 in lieu of any lost, stolen or destroyed Warrant Certificate will shall constitute an additional a contractual obligation of the Company, whether or not the allegedly lost, stolen or destroyed Warrant Certificate will Certificates shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph 6 Section 2.4 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen stolen, or destroyed Warrant Certificates.
Appears in 1 contract
Samples: Warrant Agreement (Cd Radio Inc)
Loss or Mutilation. Upon: If (a) receipt by any mutilated Warrant Certificate is surrendered to the Warrant Agent or (b) both (i) there shall be delivered to the Company and the Warrant Agent of evidence satisfactory (A) a claim by a Holder as to them of the ownership of and the lossdestruction, theft, destruction loss or mutilation wrongful taking of any Warrant Certificate of such Holder and a request thereby for a new replacement Warrant Certificate, and (B) such security or indemnity bond as may be required by them to save each of them harmless; and any agent of either of them harmless and (bii) surrender, in such other reasonable requirements as may be imposed by the case of mutilation, of the mutilated Warrant Certificate to Company and the Warrant Agent and cancellation thereofas permitted by Section 8-405 of the Uniform Commercial Code have been satisfied, then, in the absence of notice to the Company of or the Warrant Agent that the Warrants evidenced thereby have such Warrant Certificate has been acquired by a bona fide “protected purchaser” within the meaning of Section 8-405 of the Uniform Commercial Code, the Company will shall execute and on upon its written request the Warrant Agent will shall countersign and deliver to the registered Holder of the lost, stolenwrongfully taken, destroyed or mutilated Warrant Certificate, in exchange therefor therefore or in lieu thereof, a new Warrant Certificate of the same tenor and for a like aggregate number of Warrants. At the written request of such registered Holder, the new Warrant Certificate so issued will shall be retained by the Warrant Agent as having been surrendered for exercise, in lieu of delivery thereof to such Holder, and will shall be deemed for purposes of this Agreement Section 3.2 to have been surrendered for exercise on the date the conditions specified in clauses (a) and or (b) of the preceding sentence were first satisfied. Upon the issuance of any new Warrant Certificate under this paragraph Section 6, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and other expenses (including the fees and expenses of the Warrant Agent and of counsel to the Company) in connection therewith. Every new Warrant Certificate executed and delivered pursuant to this paragraph Section 6 in lieu of any lost, stolen wrongfully taken or destroyed Warrant Certificate will shall constitute an additional contractual obligation of the Company, whether or not the allegedly lost, stolen wrongfully taken or destroyed Warrant Certificate will shall be at any time enforceable by anyone, and will shall be entitled to the benefits of this Agreement equally and proportionately with any and all other Warrant Certificates duly executed and delivered hereunder. The provisions of this paragraph Section 6 are exclusive and will shall preclude (to the extent lawful) all other rights and or remedies with respect to the replacement of mutilated, lost, stolen wrongfully taken, or destroyed Warrant Certificates.
Appears in 1 contract