Common use of TERM; EXERCISE Clause in Contracts

TERM; EXERCISE. A Warrant entitles the Holder thereof to purchase the number of shares of Common Stock specified in the Warrant Certificate held by such Holder at a purchase price of Thirty ($30.00) Dollars per share (the "Exercise Price") at any time on or after the Initial Date (as herein defined) and on or before 5:00 p.m. Eastern Time on December 31, 2008 (the "Expiration Date"). The Initial Date shall be the first to occur of (i) the date on which the shareholders of the Company vote to disapprove the Exchange (as defined in the Purchase Agreement) and (ii) June 30, 1999, subject to the termination of any applicable waiting periods under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976 and as prescribed by the Office of the Comptroller of the Currency. The Exercise Price and the number of shares issuable upon exercise of any Warrant are subject to adjustment upon the occurrence of certain events, pursuant to the provisions of Section 8 of this Agreement. Subject to the provisions of this Agreement, the Holder of a Warrant shall have the right, which may be exercised in whole or in part, to purchase from the Company, and the Company shall issue and sell to such Holder, the number of fully paid and non-assessable shares of Common Stock (together with any other shares of the Company's Common Stock issuable upon exercise of Warrants, the "Shares") specified in the Warrant Certificate held by such Holder. Such right shall be exercised by surrender to the Company, or its duly authorized agent, of such Warrant Certificate, with the Form of Election to Purchase attached thereto duly completed and signed, and upon payment to the Company of the Exercise Price, as adjusted in accordance with the provisions of Section 8, for the number of Shares in respect of which the Warrant is then exercised. Payment of such Exercise Price may be made in cash, by certified check or bank draft payable to the order of the Company, by wire transfer of immediately available funds or by tender of an equivalent face amount of the Company's 12% Senior Notes due November 1, 2006 (the "Senior Notes"). Upon such surrender of the Warrant Certificate and payment of the Exercise Price as aforesaid, the Company shall issue and cause to be delivered with all reasonable dispatch to or upon the written order of the Holder of such Warrant, in such name or names as such Holder may designate, a certificate or certificates for the number of full Shares so purchased, together with cash, as provided in Section 16 of this Agreement, in respect of any fraction of a Share otherwise issuable upon such surrender. Such certificate or certificates shall be deemed to have been issued and any person or entity so designated to be named therein shall be deemed to have become a holder of record of such Shares as of the date of the surrender of the Warrant Certificate and payment of the Exercise Price as aforesaid; provided, however, that if, at the date of surrender of a Warrant Certificate and payment of such Exercise Price the transfer books for the Common Stock (or, upon adjustment, such other class of stock as may be purchasable upon the exercise of the Warrant) shall be closed, the certificates for the Shares in respect of which such Warrant is then exercised shall be issued as of the date on which such books shall next be opened (whether before, on or after the Expiration Date) and until such date the Company shall be under no duty to deliver any certificate for such Shares; provided further, however, that the transfer books shall not be closed at any time for a period longer than forty-eight (48) hours unless otherwise required by law. A Warrant shall be exercisable, at the election of the Holder thereof, either for all or for part only of the Shares specified in the Warrant Certificate and if any Warrant is exercised in part prior to the Expiration Date, the Company shall issue a new Warrant Certificate for the remaining number of Shares specified in the Warrant Certificate so surrendered. The Company covenants that if any Shares issuable upon the exercise of Warrants require (under any federal or state law or applicable governing rule or regulation of any national securities exchange) registration with or approval of any governmental authority before such Shares may be issued upon exercise, the Company, upon receipt from any Purchaser of notice of intent to exercise, will in good faith and as expeditiously as possible endeavor to cause such Share to be duly registered, approved or listed on the relevant national securities exchange, as the case may be.

TERM; EXERCISE. A Warrant entitles the Holder thereof to purchase the -------------- number of shares of Common Stock specified in the Warrant Certificate held by such Holder at a purchase price of Thirty One Cent ($30.000.01) Dollars per share (the "Exercise Price") at any time on or after the Initial Date (as herein defined) date hereof and on or before 5:00 p.m. Eastern Time on December 31the tenth anniversary of the date hereof (such date, 2008 (the "Expiration Date"). The Initial Date shall be the first to occur of (i) the date on which the shareholders of the Company vote to disapprove the Exchange (as defined in the Purchase Agreement) and (ii) June 30, 1999, subject to the termination of any applicable waiting periods under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976 and as prescribed by the Office of the Comptroller of the Currency. The Exercise Price and the number of shares issuable upon exercise of any Warrant are subject to adjustment upon the occurrence of certain events, pursuant to the provisions of Section 8 of this Agreement. Subject to the provisions of this Agreement, the Holder of a Warrant shall have the right, which may be exercised in whole or in part, to purchase from the Company, and the Company shall issue and sell to such Holder, the number of fully paid and non-assessable shares of Common Stock (together with any other shares of the Company's Common Stock issuable upon exercise of Warrants, the "Shares") specified in the Warrant Certificate held by such Holder. Such right shall be exercised by surrender to the Company, or its duly authorized agent, of such Warrant Certificate, with the Form of Election to Purchase attached thereto duly completed and signed, and upon payment to the Company of the Exercise Price, as adjusted in accordance with the provisions of Section 8, for the number of Shares in respect of which the Warrant is then exercised. Payment of such Exercise Price may be made (i) in cash, (ii) by certified check or bank draft payable to the order of the Company, (iii) by wire transfer of immediately available funds or (iv) by tender surrender of an equivalent face amount shares of Common Stock or by foregoing the Company's 12% Senior Notes due November 1issuance of Shares pursuant to this Warrant, 2006 (in either case, that have a value as determined by reference to the "Senior Notes")Daily Price on the date of exercise equal to the aggregate Exercise Price for the Shares for which the Warrant is being exercised. Upon such surrender of the Warrant Certificate and payment of the Exercise Price as aforesaid, the Company shall issue and cause to be delivered with all reasonable dispatch to or upon the written order of the Holder of such Warrant, in such name or names as such Holder may designate, a certificate or certificates for the number of full Shares so purchased, together with cash, as provided in Section 16 of this Agreement, in respect of any fraction of a Share otherwise issuable upon such surrender. Such certificate or certificates shall be deemed to have been issued and any person or entity so designated to be named therein shall be deemed to have become a holder of record of such Shares as of the date of the surrender of the Warrant Certificate and payment of the Exercise Price as aforesaid; provided, however, that if, at the date of surrender of a Warrant Certificate and payment of such Exercise Price the transfer books for the Common Stock (or, upon adjustment, such other class of stock as may be purchasable upon the exercise of the Warrant) shall be closed, the certificates for the Shares in respect of which such Warrant is then exercised shall be issued as of the date on which such books shall next be opened (whether before, on or after the Expiration Date) and until such date the Company shall be under no duty to deliver any certificate for such Shares; provided further, however, that the transfer books shall not be closed at any time for a period longer than forty-eight (48) hours unless otherwise required by law. A Warrant shall be exercisable, at the election of the Holder thereof, either for all or for part only of the Shares specified in the Warrant Certificate and if any Warrant is exercised in part prior to the Expiration Date, the Company shall issue a new Warrant Certificate for the remaining number of Shares specified in the Warrant Certificate so surrendered. The Company covenants that if any Shares issuable upon the exercise of Warrants require (under any federal or state law or applicable governing rule or regulation of any national securities exchange) registration with or approval of any governmental authority before such Shares may be issued upon exercise, the Company, upon receipt from any Purchaser of notice of intent to exercise, will in good faith and as expeditiously as possible endeavor to cause such Share Shares to be duly registered, approved or listed on the relevant national securities exchange, as the case may be.

TERM; EXERCISE. A Warrant entitles the Holder thereof to purchase the number of shares of Common Stock specified in the Warrant Certificate held by such Holder at a purchase price of Thirty ($30.00) Dollars .01 per share (the "Exercise Price") at any time after 12:01 p.m. on or after the Initial Date (as herein defined) March 20, 1997 and on or before 5:00 p.m. Eastern Boston Time on December 31, 2008 such date (the "Expiration Date"). The Initial ) as is specified in a written note (the "Termination Notice") given by the Company to each registered holder of a Warrant Certificate; provided that such Termination Notice may not be given prior to March 19, 2004, and provided further that the Expiration Date shall be the first to occur of at least thirty (i30) days after the date on which the shareholders of the Company vote to disapprove the Exchange (as defined in the Purchase Agreement) and (ii) June 30, 1999, subject to the termination of any applicable waiting periods under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976 and as prescribed by the Office of the Comptroller of the CurrencyTermination Notice is given. The Exercise Price and the number of shares issuable upon exercise of any Warrant are subject to adjustment upon the occurrence of certain events, pursuant to the provisions of Section 8 of this Agreement. Subject to the provisions of this Agreement, the Holder of a Warrant shall have the right, which may be exercised in whole or in part, to purchase from the Company, and the Company shall issue and sell to such Holder, the number of fully paid and non-assessable shares of Common Stock (together with any other shares of the Company's Common Stock issuable upon exercise of Warrants, the "Shares") specified in the Warrant Certificate held by such Holder. Such right shall be exercised by surrender to the Company, or its duly authorized agent, of such Warrant Certificate, with the Form of Election to Purchase attached thereto duly completed and signed, and upon payment to the Company of the Exercise Price, as adjusted in accordance with the provisions of Section 8, for the number of Shares in respect of which the Warrant is then exercised. Payment of such Exercise Price may be made in cash, by certified check or bank draft payable to the order of the Company, by wire transfer of immediately available funds funds, or by tender of an equivalent face amount cancellation of the Company's 12% Senior Notes due November 1, 2006 Warrant with respect to such number of Shares as have a fair market value (determined in good faith by the "Senior Notes")Board of Directors of the Company without regard to minority or illiquidity discount) equal to the Exercise Price of the Warrants which are being exercised. Upon such surrender of the Warrant Certificate and payment of the Exercise Price as aforesaid, the Company shall issue and cause to be delivered with all reasonable dispatch to or upon the written order of the Holder of such Warrant, in such name or names as such Holder may designatedesignate (assuming such designation is to a transferee as permitted under Paragraph 3 hereof), a certificate or certificates for the number of full Shares so purchased, together with cash, as provided in Section 16 15 of this Agreement, in respect of any fraction of a Share otherwise issuable upon such surrender. Such certificate or certificates shall be deemed to have been issued and any person or entity so designated to be named therein shall be deemed to have become a holder of record of such Shares as of the date of the surrender of the Warrant Certificate and payment of the Exercise Price as aforesaid; provided, however, that if, at the date of surrender of a Warrant Certificate and payment of such Exercise Price Price, the transfer books for the Common Stock (or, upon adjustment, such other class of stock as may be purchasable upon the exercise of the Warrant) shall be closed, the certificates for the Shares in respect of which such Warrant is then exercised shall be issued as of the date on which such books shall next be opened (whether before, on or after the Expiration Date) and until such date the Company shall be under no duty to deliver any certificate for such Shares; provided further, however, that the transfer books shall not be closed at any time for a period longer than forty-forty- eight (48) hours unless otherwise required by law. A Warrant shall be exercisable, at the election of the Holder thereof, either for all or for part only of the Shares specified in the Warrant Certificate and if any Warrant is exercised in part prior to the Expiration Date, the Company shall issue a new Warrant Certificate for the remaining number of Shares specified in the Warrant Certificate so surrendered. The Company covenants that if any Shares issuable upon the exercise of Warrants require (under any federal or state law or applicable governing rule or regulation of any national securities exchange) registration with or approval of any governmental authority before such Shares may be issued upon exercise, the Company, upon receipt from any Purchaser of notice of intent to exercise, will in good faith and as expeditiously as possible endeavor to cause such Share to be duly registered, approved or listed on the relevant national securities exchange, as the case may be.

TERM; EXERCISE. A Warrant entitles the Holder thereof to purchase the -------------- number of shares of Common Stock specified in the Warrant Certificate held by such Holder at a purchase price of Thirty Fifty Dollars ($30.0050.00) Dollars per share (the "Exercise Price") at any time on or after the Initial Date (as herein defined) date hereof and on or before 5:00 p.m. Eastern Time on December 31the tenth anniversary of the date hereof (such date, 2008 (the "Expiration Date"). The Initial Date shall be the first to occur of (i) the date on which the shareholders of the Company vote to disapprove the Exchange (as defined in the Purchase Agreement) and (ii) June 30, 1999, subject to the termination of any applicable waiting periods under the Xxxx-Xxxxx-Xxxxxx Antitrust Improvements Act of 1976 and as prescribed by the Office of the Comptroller of the Currency. The Exercise Price and the number of shares issuable upon exercise of any Warrant are subject to adjustment upon the occurrence of certain events, pursuant to the provisions of Section 8 of this Agreement. Subject to the provisions of this Agreement, the Holder of a Warrant shall have the right, which may be exercised in whole or in part, to purchase from the Company, and the Company shall issue and sell to such Holder, the number of fully paid and non-assessable shares of Common Stock (together with any other shares of the Company's Common Stock issuable upon exercise of Warrants, the "Shares") specified in the Warrant Certificate held by such Holder. Such right shall be exercised by surrender to the Company, or its duly authorized agent, of such Warrant Certificate, with the Form of Election to Purchase attached thereto duly completed and signed, and upon payment to the Company of the Exercise Price, as adjusted in accordance with the provisions of Section 8, for the number of Shares in respect of which the Warrant is then exercised. Payment of such Exercise Price may be made (i) in cash, (ii) by certified check or bank draft payable to the order of the Company, (iii) by wire transfer of immediately available funds or (iv) by tender surrender of an equivalent face amount shares of Common Stock or by foregoing the Company's 12% Senior Notes due November 1issuance of Shares pursuant to this Warrant, 2006 (in either case, that have a value as determined by reference to the "Senior Notes")Daily Price on the date of exercise equal to the aggregate Exercise Price for the Shares for which the Warrant is being exercised. Upon such surrender of the Warrant Certificate and payment of the Exercise Price as aforesaid, the Company shall issue and cause to be delivered with all reasonable dispatch to or upon the written order of the Holder of such Warrant, in such name or names as such Holder may designate, a certificate or certificates for the number of full Shares so purchased, together with cash, as provided in Section 16 of this Agreement, in respect of any fraction of a Share otherwise issuable upon such surrender. Such certificate or certificates shall be deemed to have been issued and any person or entity so designated to be named therein shall be deemed to have become a holder of record of such Shares as of the date of the surrender of the Warrant Certificate and payment of the Exercise Price as aforesaid; provided, however, that if, at the date of surrender of a Warrant Certificate and payment of such Exercise Price the transfer books for the Common Stock (or, upon adjustment, such other class of stock as may be purchasable upon the exercise of the Warrant) shall be closed, the certificates for the Shares in respect of which such Warrant is then exercised shall be issued as of the date on which such books shall next be opened (whether before, on or after the Expiration Date) and until such date the Company shall be under no duty to deliver any certificate for such Shares; provided further, however, that the transfer books shall not be closed at any time for a period longer than forty-eight (48) hours unless otherwise required by law. A Warrant shall be exercisable, at the election of the Holder thereof, either for all or for part only of the Shares specified in the Warrant Certificate and if any Warrant is exercised in part prior to the Expiration Date, the Company shall issue a new Warrant Certificate for the remaining number of Shares specified in the Warrant Certificate so surrendered. The Company covenants that if any Shares issuable upon the exercise of Warrants require (under any federal or state law or applicable governing rule or regulation of any national securities exchange) registration with or approval of any governmental authority before such Shares may be issued upon exercise, the Company, upon receipt from any Purchaser of notice of intent to exercise, will in good faith and as expeditiously as possible endeavor to cause such Share Shares to be duly registered, approved or listed on the relevant national securities exchange, as the case may be.