Net Cash Settlement. Notwithstanding anything herein to the contrary, in no event will the Holder hereof be entitled to receive a net-cash settlement as liquidated damages in lieu of physical settlement in shares of Common Stock, regardless of whether the Common Stock underlying this Warrant is registered pursuant to an effective registration statement; provided, however, that the foregoing will not preclude the Holder from seeking other remedies at law or equity for breaches by the Company of its registration obligations hereunder.
Net Cash Settlement. If the Company elects Net Cash Settlement, it shall pay to the Warrantholder cash equal to the Per Share Net Cash Settlement Amount multiplied by the number of Warrant Shares as to which the Warrant has been exercised as indicated in the Notice of Exercise (the “Aggregate Net Cash Settlement Amount”).
Net Cash Settlement. If the Company elects Net Cash Settlement, the Company shall, within a reasonable time, not to exceed five Business Days after the date on which this Warrant has been duly exercised in accordance with the terms of this Warrant, pay to the exercising Warrantholder the Aggregate Net Cash Settlement Amount.
Net Cash Settlement. (i) Upon any disposition of all or a portion of the Securities for an amount of net cash proceeds equal to or greater than the Collateral Amount attributable to the Securities being disposed, Party A shall (A) pay to Party B any excess of such net cash proceeds over the Collateral Amount attributable to such Securities being disposed and (B) return to Party B the portion of the Collateral Amount attributable to such Securities.
(ii) Upon the disposition of all or a portion of the Securities for an amount of net cash proceeds less than the Collateral Amount attributable to the Securities being disposed, Party A shall return to Party B (i) the Collateral Amount attributable to the Securities being disposed reduced by (ii) the difference between such Collateral Amount and the net cash proceeds received from the disposition of such Securities.
Net Cash Settlement. In no event will the Company be required to “net cash settle” any such Warrant exercise. The Company, however, is subject to its obligations under Section 7.4. Notwithstanding the foregoing, the shares of Common Stock issuable upon exercise of the Insider Warrants and EBC Warrants shall be unregistered shares, unless, at the time of exercise, the Company has in place an effective and current Registration Statement with respect to such underlying Insider Warrants and EBC Warrants and the shares of Common Stock.
Net Cash Settlement. If the Company elects Net Cash Settlement, the Company shall, (A) if the Common Stock at the time of such election is not listed on a national securities exchange, use its best efforts to as soon as possible, and no more than sixty days after, and (B) if the Common Stock at the time of such election is listed on a national securities exchange, within a reasonable time, not to exceed five Business Days, after the date on which this Warrant has been duly exercised in accordance with the terms of this Warrant, pay to the exercising Warrantholder the Aggregate Net Cash Settlement Amount.
Net Cash Settlement. Notwithstanding anything in this Section 8 to the contrary, other than in case of the Company failing to reserve and keep available out of its authorized shares of Common Stock, free from all taxes, liens and charges with respect to the issue thereof and not subject to preemptive rights or other similar rights of shareholders of the Company, such number of its shares of Common Stock as shall from time to time be sufficient to effect in full the exercise of this Warrant, the Holder hereof will not be entitled to receive a net-cash settlement as liquidated damages in lieu of physical settlement in shares of Common Stock, regardless of whether the Common Stock underlying this Warrant is registered pursuant to an effective registration statement; provided, however, that the foregoing will not preclude the Holder from seeking other remedies at law or equity for breaches by the Company of its registration obligations hereunder.
Net Cash Settlement. If the Warrant Holder desires to settle the exercise of this Warrant, in full or in part, by receiving cash in lieu of any Common Shares, net of the Purchase Price (“Net Cash Settlement”), the Warrant Holder shall so indicate in the Exercise Notice and shall include therewith a calculation of the amount of the payment to be made to the Warrant Holder in accordance with the terms of this clause (iii); provided, however, Weatherford shall have the right to confirm the accuracy of such calculation (which confirmation shall not unreasonably delay such payment). Weatherford, in its sole discretion, may elect to effect such Net Cash Settlement, with respect to the full amount requested or a portion thereof, or Weatherford may decline to effect any portion such settlement through a Net Cash Settlement. The amount to be paid by Weatherford to the Warrant Holder in the case of Net Cash Settlement shall be determined by: multiplying (I) the number of Common Shares for which this Warrant is being exercised and which are to be settled through Net Cash Settlement times (II)(a) the remainder of the Closing Price minus (b) the per share Purchase Price. Weatherford shall make any payment of such Net Cash Settlement amount to the Warrant Holder by certified or cashier’s check or bank draft payable to the order of the Warrant Holder in immediately available funds or by wire transfer of same day funds to an account designated by the Warrant Holder as soon as practicable following receipt of the Exercise Notice and confirmation of the accompanying calculation of the Net Cash Settlement Amount.
Net Cash Settlement. The Net Cash Settlement for each Accounting Period shall be calculated on or before the Settlement Date for such Accounting Period in accordance with the illustration set forth in Schedule D attached hereto. If the Net Cash Settlement for an Accounting Period is greater than zero (0) and the Company is not, and was not, in violation of one or more of the Financial Covenants at any time during that Accounting Period or any prior Accounting Periods, an Experience Refund equal to (i) the Reinsurer's Statutory Profits on the Subject Business for the Accounting Period less (ii) the difference between (a) the Target LCF on the last day of the immediately preceding Accounting Period and (b) the Target LCF on the last day of the current Accounting Period less (iii) the Funds Brought Forward Balance, shall be paid by the Reinsurer to the Company as part of the Settlement for that Accounting Period in accordance with Section 9.05. If the Net Cash Settlement for an Accounting Period is greater than zero (0) and the Company is or was in violation of one or more of the Financial Covenants at any time during that Accounting Period or any prior Accounting Periods, an Experience Refund equal to (i) the Reinsurer's Statutory Profits on the Subject Business for the Accounting Period less (ii) the difference between (a) the Alternative Target LCF on the last day of the immediately preceding Accounting Period and (b) the Alternative Target LCF on the last day of the current Accounting Period less (iii) the Funds Brought Forward Balance, shall be paid by the Reinsurer to the Company as part of the Settlement for that Accounting Period in accordance with Section 9.05. If the Net Cash Settlement for an Accounting Period is less than zero (0), the absolute value of such Net Cash Settlement shall be added to the Funds Brought Forward Balance. The Funds Brought Forward Balance shall accrue with interest at a rate consistent with the interest rate of the Assets underlying the Subject Business and the Risk Charges set forth in Article VI.
