Term of Warrants; Exercise of Warrants. (a) Subject to the terms of this Agreement, the Holder shall have the right, at any time during the period commencing on the "Exercisability Date" (hereinafter defined), and ending at 5:00 p.m., New York, New York time, on December 26, 2006 (the "Termination Date"), to purchase from the Company up to the number of Shares which the Holder may at the time be entitled to purchase pursuant to this Agreement and the portion of the Warrant (or certificate therefor) then held by it, upon surrender to the Company, at its principal office in Dallas, Texas, of the certificate evidencing the portion of the Warrant to be exercised together with the purchase form duly filled in and signed, and upon payment to the Company of the portion of the Warrant Price, as defined in and determined in accordance with the provisions of Sections 6 and 7 hereof, allocable to the number of Shares with respect to which such portion of the Warrant is then exercised. Payment of the Warrant Price shall be made (i) in cash, by cashier's check or by wire transfer or (ii) through the surrender of debt, preferred equity securities or Common Stock of the Company having a principal amount, liquidation preference, or current market price, as the case may be, equal to the aggregate Warrant Price to be paid (the Company will pay the accrued interest or dividends on such surrendered debt, preferred equity securities, or Common Stock in cash at the time of surrender notwithstanding the stated terms thereof) or (iii) through "cashless" or "net-issue" exercise provided in Section 3(b) below. For purposes of this Section 3, the "Exercisability Date" shall mean the earliest to occur of the following dates: (i) December 27, 1999; (ii) the date when a Change of Control Notice (as defined in Section 7.4) is given; (iii) the date that certain Consulting and Strategic Services Agreement dated December 27, 1996 by and between the Company and EUF Xxxxxx X.X. is terminated (with or without cause); or (iv) the date upon which a registered public offering under the Securities Act of 1933, as amended, of equity interests in the Company is made pursuant to a registration statement on Form S-1 or a successor form, but in no event earlier than June 27, 1998 in the event such offering occurs prior to such date.
(b) The holder of the Warrant may also exercise the Warrant in a "cashless" or "net-issue" exercise by delivery to the Company of (a) the written notice described in Section 3(a) above, (b) the Warrant and (c) w...
Term of Warrants; Exercise of Warrants. (a) Subject to Paragraph 4(d) below, each Warrant entitles the registered owner thereof to purchase one Share at a purchase price of Seven Dollars and Fifty Cents ($7.50) per Share (as adjusted from time to time pursuant to the provisions hereof, the "Exercise Price") at any time or from time to time the date of this Agreement until 5:00 p.m., California time, May 1, 2005 (the "Warrant Expiration Date"). The Exercise Price and the Shares issuable upon exercise of Warrants 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 the Agreement, the Holder or a permitted Holder shall have the right, which may be exercised as set forth in such Warrants, to purchase from the Company and the Company shall issue and sell to the Holder or such Holder the number of fully paid and nonassessable Shares of Common Stock specified in such Warrants, upon surrender to the Company, or its duly authorized agent, of such Warrants, 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 of this Agreement, for the number of Shares in respect of which such Warrants are then exercised.
(b) The Purchase Price may be paid (i) in cash or by cashier's check payable to the Company, (ii) by the surrender of Warrants owned by the Holder or a permitted Holder having a Warrant Value (as defined below) on the date of exercise equal to the Purchase Price, (iii) by the surrender of shares of the Company's Common Stock in good form for transfer, owned by the Holder and having a Fair Market Value (as defined below) on the date of exercise equal to the Purchase Price, or (iv) any combination of the foregoing. The term "Warrant Value" shall mean the difference between the Exercise Price per share and the Fair Market Value (as defined below) per share multiplied by the number of Warrants being surrendered. The term "Fair Market Value" shall mean the average over the previous five (5) trading days of the reported high and low sales price on the Nasdaq Small Cap Market, the Nasdaq National Market System, or such other national securities exchange on which the Company's shares may be traded, or if not trading on the Nasdaq Small Cap Market, the Nasdaq National Market System, or a national securities exchange, the average of the closing bid and asked prices in the ove...
Term of Warrants; Exercise of Warrants. 3.1 Subject to the terms of this Agreement, the Warrantholder shall have the right, at any time during the period commencing at 9:00 a.m., Pacific Time, on the date of the closing of the IPO, which shall be deemed closed for purposes of this Agreement at such time as Chemokine shall issue a minimum of eight million shares of common stock registered under the SB-2 Registration Statement for the IPO ("IPO Closing Date") of the Company's initial public offering ("IPO") pursuant to an effective registrations statement filed on Form SB-2 on August 2, 2004, and ending at 5:00 p.m., Pacific Time, on the Warrant Termination Date, which shall be 36 months after IPO Closing Date, to purchase from the Company up to the number of fully paid and nonassessable Shares to which the Warrantholder may at the time be entitled to purchase pursuant to this Agreement, upon surrender to the Company, at its principal office, of the certificate evidencing the Warrants to be exercised, together with the purchase form on the reverse thereof duly filled in and signed, and upon payment to the Company of the Warrant Price (as defined in and determined in accordance with the provisions of this Section 3 and Sections 7 and 8 hereof), for the number of Shares in respect of which such Warrants are then exercised, but in no event for less than 100 Shares (unless less than an aggregate of 100 Shares are then purchasable under all outstanding Warrants held by a Warrantholder). Payment of the aggregate Warrant Price shall be made in cash, by check, or as set forth in Section 3.3.
3.2 The Warrants shall be exercisable, at the election of the Warrantholder, either in full or from time to time in part. Any Warrants not surrendered to the Company for exercise in accordance with Section 3.1 prior to 5:00 p.m., Pacific Time, on the Warrant Termination Date shall be void.
3.3 The Warrants shall be deemed to have been exercised immediately prior to the close of business on the date of their surrender for exercise as provided above, and the person entitled to receive the Shares issuable upon such exercise shall be treated for all purposes as the holder of record of such shares as of the close of business on such date. As promptly as practicable on or after such date and in any event within ten (10) days thereafter, the Company at its expense shall issue and deliver to the person or persons entitled to receive the same a certificate or certificates for the number of full Shares issuable upon such exerci...
Term of Warrants; Exercise of Warrants. 5.1 Each Warrant entitles the registered owner thereof to purchase one share of Common Stock at any time from 10:00 a.m., Pacific time, on April ___, 1998 (the "Initiation Date") until 6:00 p.m., Pacific time, on April ___, 2002 (the "Expiration Date") at a purchase price of [$_____], subject to adjustment (the "Warrant Price"). Notwithstanding the foregoing, if at 6:00 p.m., Pacific time on the Expiration Date, any Holder or Holders of the Warrants have not exercised their Warrants and the Closing Price (as defined below) for the Common Stock on the Expiration Date is greater than the Warrant Price, then each such unexercised Warrant shall be automatically converted into a number of shares of Common Stock of the Company equal to: (A) the number of shares of Common Stock then issuable upon exercise of a Warrant multiplied by (B) a fraction (1) the numerator of which is the difference between the Closing Price for the Common Stock on the Expiration Date and the Warrant Price and (2) the denominator of which is the Closing Price for the Warrant Stock on the Expiration Date.
5.2 The Warrant Price and the number of Warrant Shares issuable upon exercise of Warrants are subject to adjustment upon the occurrence of certain events, pursuant to the provisions of Section 11 of this Agreement. Subject to the provisions of this Agreement, each Holder of Warrants shall have the right, which may be exercised as expressed in such Warrants, to
Term of Warrants; Exercise of Warrants. Subject to the terms of this Agreement, the Warrantholder shall have the right, at any time until 5:00 p.m., Los Angeles time, on November 14, 1999 (the "Termination Date"), to purchase from the Company up to the number of fully paid and nonassessable Shares to which the Warrantholder may at the time be entitled to purchase pursuant to this Agreement, upon surrender to the Company, at its principal office, of this Agreement and payment to the Company of the Warrant Price (as defined in and determined in accordance with the provisions of Sections 4 and 5 hereof), for the number of Shares in respect of which such Warrant is then exercised, but in no event for less than 100 Shares (unless less than an aggregate of 100 Shares are then purchasable under all outstanding Warrants held by a Warrantholder). Payment of the aggregate Warrant Price shall be made in cash, by check or wire transfer, or upon written notice by the Warrantholder that it agrees to the cancellation of a specified amount of outstanding principal or interest which the Company then owes the Warrantholder under that certain Loan Agreement dated October 12, 1994 between the Company and the Warrantholder, as amended and supplemented by that certain Addendum to Loan Agreement of even date herewith between the Company and the Warrantholder. Upon surrender of this Agreement and payment for the Shares, the Company shall issue and cause to be delivered within five business days to or upon the written order of the Warrantholder and in such name or names as the Warrantholder may designate a certificate or certificates for the number of full Shares issuable upon the exercise of the Warrants, together with cash, as provided in Section 7 hereof, in respect of any fractional Share otherwise issuable upon such exercise.
Term of Warrants; Exercise of Warrants. Each Warrant entitles the Warrant Holder thereof to purchase one Share at a purchase price of $[ ] per Share (the "Exercise Price") at any time from the first anniversary of the Effective Date (except as otherwise set forth herein) until 5:00 p.m., Boston time (the "Close of Business"), on the day immediately preceding the fifth anniversary of the Effective Date (the "Expiration Date"). The Exercise Price and the number of Shares issuable upon exercise of each 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, each Warrant Holder shall have the right, which may be exercised as set forth in such Warrant, to purchase from the Company (and the Company shall issue and sell to such Warrant Holder) the number of fully paid and nonassessable Shares specified in such Warrant Holder's Warrant, upon surrender to the Company, or its duly authorized agent, of such Warrant, with an election to purchase attached thereto in the form of Exhibit B to this Agreement, duly completed and signed, with (if requested by the Company within two business days of surrender of the Warrant with the election to purchase) signatures guaranteed by a member firm of a national securities exchange, a commercial bank (not a savings bank or savings and loan association) or trust company located in the United States or a member of the NASD, and upon payment to the Company of the Exercise Price, as adjusted in accordance with the provisions of Section 8 of this Agreement, for the number of Shares in respect of which such Warrant is then exercised. Notwithstanding the method of exercise set forth in any Warrant
Term of Warrants; Exercise of Warrants. 5.1 Each Warrant entitles the registered owner thereof to purchase one share of Common Stock at any time from 10:00 a.m., Pacific time, on __________, 2000 (the "Initiation Date") until 6:00 p.m., Pacific time, on __________, 2004 (the "Expiration Date") at a purchase price of $__________ subject to adjustment as provided herein (the "Warrant Price"). Notwithstanding the foregoing, if at 6:00 p.m., Pacific time on the Expiration Date, any Holder or Holders of the Warrants have not exercised their Warrants and the Closing Price (as defined in Section 11.1(c) below) for the Common Stock on the Expiration Date is greater than the Warrant Price, then each such unexercised Warrant shall be automatically converted into a number of shares of Common Stock of the Company equal to: (A) the number of shares of Common Stock then issuable upon exercise of a Warrant multiplied by (B) a fraction (1) the numerator of which is the difference between the Closing Price for the Common Stock on the Expiration Date and
Term of Warrants; Exercise of Warrants. (a) Each Warrant entitles the Warrant Holder thereof to purchase one share of Common Stock at any time from the date hereof until 5:00 P.M., Houston time, on August ___, 2002 (the "Expiration Date") at a purchase price equal to the price to public of shares of Common Stock received in the Initial Public Offering ($____ per share), subject to adjustment in accordance with Section 11 hereof (the "Exercise Price"). The Exercise Price and the number of shares issuable upon exercise of Warrants are subject to adjustment upon the occurrence of certain events, pursuant to the provisions of Section 11 of this Warrant Agreement.
(b) Subject to the provisions of this Warrant Agreement, each Warrant Holder shall have the right, which may be exercised as expressed in such Warrants, to purchase from the Company (and the Company shall issue and sell to such Warrant Holder) the number of
Term of Warrants; Exercise of Warrants. (a) Each Warrant entitles the registered owner thereof to purchase one share of Common Stock at any time from 10:00 a.m., Pacific time, on December ___, 1998 (the "Initiation Date") until 6:00 p.m., Pacific time, on December ___, 2002 (the "Expiration Date") at a purchase price of [$_____], subject to adjustment (the "Warrant Price"). Notwithstanding the foregoing, if at 6:00 p.m., Pacific time on the Expiration Date, any Holder or Holders of the Warrants have not exercised their Warrants and the Closing Price (as defined below) for the Common Stock on the Expiration Date is greater than the Warrant Price, then each such unexercised Warrant shall be automatically converted into a number of shares of Common Stock of the Company equal to: (A) the number of shares of Common Stock then issuable upon exercise of a Warrant multiplied by (B) a fraction (1) the numerator of which is the difference between the Closing Price for the Common Stock on the Expiration Date and the Warrant Price and (2) the denominator of which is the Closing Price for the Warrant Stock on the Expiration Date.
(b) Upon written request of any Holder, and in lieu of payment for the Warrant Shares by check in accordance with Section 5.1(a) hereof, any Holder may exercise the Warrants (or any portion thereof held by such Holder) for and receive the number of Warrant Shares equal to a fraction, the numerator of which equals (i) the difference between the Warrant Price per share and the average of the Closing Price of the Common Stock for the ten (10) trading days preceding the date of exercise (the "Current Market Price"), multiplied by (ii) the number of Warrant Shares to be purchased; the denominator of which equals the Current Market Price. This provision shall apply solely in the event a public trading market exists with respect to the Common Stock. The rights granted to each Holder in this Section 5(b) are exercisable at any time after the Initiation Date and up to the Expiration Date at the sole election of each Holder. The provisions of Section 5.1(a) will apply as of the Expiration Date.
5.2 The Warrant Price and the number of Warrant Shares issuable upon exercise of Warrants are subject to adjustment upon the occurrence of certain events, pursuant to the provisions of Section 11 of this Agreement. Subject to the provisions of this Agreement, each Holder of Warrants shall have the right, which may be exercised as expressed in such Warrants, to purchase from the Company (and the Company...
Term of Warrants; Exercise of Warrants. Each Strasbourger Warrant entitles the registered owner thereof to purchase one Share at a purchase price of $7.70 per Share (the "Exercise Price") at any time from the first anniversary of the effective date of the Registration Statement until 5:00 p.m., New York City time, on October __, 2003 (the "Warrant Expiration Date"). Prior to the Warrant Expiration Date, the Company will not take any action which would terminate the Strasbourger Warrants. The Exercise Price and the Shares issuable upon exercise of the Strasbourger Warrants 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, each Holder shall have the right, which may be exercised as set forth in such Strasbourger Warrants, to purchase from the Company (and the Company shall issue and sell to such Holder) the number of fully paid and nonassessable Common Shares specified in such Strasbourger Warrants, upon surrender to the Company, or its duly authorized agent, of such Strasbourger Warrants with the form of election to purchase attached thereto duly completed and signed, with signatures guaranteed by a member firm of a national securities exchange, a commercial bank or trust company located in the United States or a member of the NASD and upon payment to the Company of the Exercise Price, as adjusted in accordance with the provisions of Section 8 of this Agreement, for the number of Shares in respect of which such Strasbourger Warrants are then exercised. Payment of such Exercise Price may be made at the Holder's election (i) by certified or official bank check, (ii) in the event that the Holder holds Common Shares of the Company and such Common Shares are listed on a domestic stock exchange or quoted in the domestic over-the-counter market, by transferring to the Company an amount of such Common Shares which, when multiplied by the current market price of the Common Shares at the time of exercise of such Strasbourger Warrant, equals the aggregate amount of the consideration payable upon such exercise, (iii) by surrendering to the Company the right to receive a portion of the number of Shares with respect to which such Strasbourger Warrant is then being exercised equal to the product obtained by multiplying such number of Shares by a fraction, the numerator of which is the Exercise Price in effect on the date of such exercise and the denominator of which is the current market price o...
