Common use of TIME AND MANNER OF EXERCISE Clause in Contracts

TIME AND MANNER OF EXERCISE. This Warrant may be exercised, in whole or in part (but not as to fractional shares), at any time or times on or after the Initial Exercise Date and on or before the Expiration Date by delivery to the Company at its principal executive offices as set forth above of a duly executed original, electronic or facsimile of the Notice of Exercise, a form of which is annexed hereto, together with the aggregate Purchase Price for the Shares specified in the Notice of Exercise by wire transfer or cashier’s check drawn on a United States bank. Notwithstanding anything contained herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number of Shares purchased. The Holder and the Company shall maintain records showing the number of Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such Notice. The Holder, and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Shares hereunder, the number of Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Appears in 3 contracts

Samples: Bridge Loan Conversion Agreement (TWO RIVERS WATER & FARMING Co), Conversion Agreement (TWO RIVERS WATER & FARMING Co), Conversion Agreement (TWO RIVERS WATER & FARMING Co)

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TIME AND MANNER OF EXERCISE. (a) This Warrant may shall be exercisedexercisable, in whole or in part (but not as to fractional shares)part, at any time, and from time to time, following the date hereof up until 11:59 p.m., New York time, on the fifth (5th) anniversary of the date hereof (such time and date, the “Expiration Date”). (b) Subject to the terms and conditions set forth herein, this Warrant may be exercised by the Holder, to the extent then exercisable, in whole or times in part, during normal business hours on or after the Initial Exercise Date and on or before the Expiration Date any Business Day, by delivery surrender of this Warrant to the Company at its principal executive offices office, accompanied by a subscription in substantially the form attached to this Warrant as Exhibit A duly executed by the Holder and accompanied by payment, by check payable to the order of the Company or by wire transfer to such account of the Company as the Company shall direct, in the amount obtained by multiplying (i) the number of shares of Common Stock designated in such subscription (up to the amount of shares to which the Holder is entitled to receive at such time upon exercise of this Warrant) by (ii) the Warrant Price, and the Holder shall thereupon be entitled to receive the full number of duly authorized, validly issued, fully paid and nonassessable shares of Common Stock so purchased upon such exercise. (c) Alternatively, this Warrant may be exercised in the manner set forth above in the preceding paragraph by surrendering this Warrant in exchange for such number of shares of Common Stock equal to the product of (i) the number of shares of Common Stock as to which this Warrant is being exercised, multiplied by (ii) a duly executed originalfraction, electronic or facsimile of the Notice of Exercise, a form numerator of which is annexed hereto, together with the aggregate Purchase Market Price (as defined below) of a share of Common Stock minus the Warrant Price and the denominator of which is the Market Price for a share of Common Stock (a “Cashless Exercise”). Solely for the Shares specified in the Notice purposes of Exercise by wire transfer or cashier’s check drawn on a United States bank. Notwithstanding anything contained herein to the contrarythis Section 1, the Holder “Market Price” shall not be required calculated either (A) on the date on which the form of subscription attached hereto is deemed to physically surrender this Warrant have been given to the Company until (the “Notice Date”) or (B) as the average of the Market Price for each of the five trading days immediately preceding the Notice Date, whichever of (A) or (B) results in a greater Market Price; provided, however, that a Cashless Exercise may only be employed by the Holder has purchased all if the Common Stock shall then be publicly quoted in the manner contemplated in the next sentence. As used herein, the phrase “Market Price” at any date shall be deemed to be the last reported sale price, or, in case no such reported sale takes place on such day, the average of the Shares and last reported sale prices for the Warrant has been exercised in fulllast three trading days, in either case as officially reported by the principal securities exchange on which case the Common Stock is listed or admitted to trading, or, if the Common Stock is not listed or admitted to trading on any national securities exchange, the average closing sale price as furnished by the NASD through The Nasdaq Stock Market, Inc. (“Nasdaq”) or by the OTC Electronic Bulletin Board or similar organization if Nasdaq is no longer reporting such information or if the Common Stock is not publicly quoted, as determined in good faith by resolution of the Board of Directors of the Company, based on the best information available to it; and, upon request of the Holder, the Board shall, as promptly as reasonably practicable but in any event not later than 10 days after such request, make such a determination and notify the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Fair Market Value per Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number of Shares purchased. The Holder and the Company shall maintain records showing the number of Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such Notice. The Holder, and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Shares hereunder, the number of Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereofShare.

Appears in 3 contracts

Samples: Common Stock Purchase Warrant (Interactive Motorsports & Entertainment Corp), Common Stock Purchase Warrant (Interactive Motorsports & Entertainment Corp), Common Stock Purchase Warrant (Interactive Motorsports & Entertainment Corp)

TIME AND MANNER OF EXERCISE. This Warrant may be exercisedexercised at any time or from time to time on or after the date hereof, but in no event later than the Expiration Date. In order to exercise this Warrant, in whole or in part (but not as part, the Warrantholder shall deliver to fractional shares)the Company, at any time or times on or after its address specified in Section 9 below: (a) a written subscription in the Initial Exercise Date and on or before the Expiration Date by delivery to the Company at its principal executive offices as set forth above form of a duly executed original, electronic or facsimile Annex A hereto of the Notice Warrantholder’s election to exercise this Warrant, specifying the number of Exercise, Shares to be purchased; (b) a form of which is annexed hereto, together with the aggregate Purchase Price for the Shares specified in the Notice of Exercise by wire transfer or cashier’s a certified or official bank check drawn on a United States bank. Notwithstanding anything contained herein or checks payable to the contrary, the Holder shall not be required to physically surrender this Warrant to order of the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number product of Shares purchased. The Holder the Purchase Price and the Company shall maintain records showing the number of Shares to be purchased and at such time pursuant to the Warrant; (c) a Joinder to the Shareholders Agreement dated as of the date hereof among the Company and its shareholders (the “Shareholders Agreement”), becoming a party thereto as a holder of such purchasesCommon Stock, to the extent the Warrantholder is not then a party thereto with respect to the Shares; and (d) this Warrant. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of Upon receipt of such Notice. The Holderitems, the Company shall, as promptly as practicable, and in any assigneeevent within ten business days thereafter, issue or cause to be issued and delivered to the Warrantholder a certificate or, if requested by acceptance the Warrantholder, multiple certificates representing the aggregate number of full Shares issuable upon such exercise, together with cash in lieu of any fraction of a share, as provided in Section 3 above. This Warrant shall be deemed to have been exercised and such certificate or certificates shall be deemed to have been issued, and the Warrantholder or any other person so designated to be named therein shall be deemed to have become a holder of record of such shares for all purposes, as of the date that the items listed in clauses (a) through (d) above are received by the Company as aforesaid. If this Warrant shall have been exercised in part, the Company shall, at the time of delivery of such certificate or certificates, deliver to the Warrantholder a new Warrant evidencing the rights of the Warrantholder to purchase the unpurchased Shares, or such other securities as may become subject to the right to purchase by the Warrantholder under the terms hereof, which new Warrant shall in all other respects be identical to this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Shares hereunder, the number of Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Ocugen, Inc.)

TIME AND MANNER OF EXERCISE. This Warrant may be exercisedexercised at any time or from time to time on or after the Vesting Date, but in no event later than the Expiration Date. In order to exercise this Warrant, in whole or in part (but not as to fractional shares)part, at any time or times on or after the Initial Exercise Date and on or before the Expiration Date by delivery Warrantholder shall deliver to the Company at its principal executive offices as by electronic mail to all of the e-mail addresses set forth above in Section 10 hereof: (a) a written notice in the form of a duly executed original, electronic or facsimile Annex A hereto of the Notice Warrantholder’s election to exercise this Warrant, specifying the number of Exercise, Shares to be purchased; (b) a form of which is annexed hereto, together with the aggregate Purchase Price for the Shares specified in the Notice of Exercise by wire transfer or cashier’s a certified or official bank check drawn on a United States bank. Notwithstanding anything contained herein or checks payable to the contrary, the Holder shall not be required to physically surrender this Warrant to order of the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number product of Shares purchased. The Holder the Purchase Price and the Company shall maintain records showing the number of Shares to be purchased at such time pursuant to the Warrant; and the date of such purchases(c) this Warrant. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of Upon receipt of such Notice. The Holderitems, the Company shall, as promptly as practicable verify the existence of the occurrence of the Vesting Date, and any assigneeupon such verification, by acceptance of this Warrantwithin five (5) business days thereafter, acknowledge and agree that, by reason of cause the provisions of this paragraph, following Company’s Transfer Agent to complete a book-entry in the purchase of a portion of the Shares hereunder, Company’s records for the number of Shares available so purchased in the name of the Warrantholder. This Warrant shall be deemed to have been exercised and the Shares shall be deemed to have been issued, and the Warrantholder or any other person so designated to be named therein shall be deemed to have become a holder of record of such shares for all purposes, as of the date that the items listed in clauses (a) through (c) above are received by the Company as aforesaid. If this Warrant shall have been exercised in part, the Company shall deliver to the Warrantholder a new Warrant evidencing the rights of the Warrantholder to purchase hereunder at any given time the unpurchased Shares, or such other securities as may become subject to the right to purchase by the Warrantholder under the terms hereof, which new Warrant shall in all other respects be less identical to this Warrant other than reference to the amount stated on the face hereofvesting of Shares.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (Ocugen, Inc.)

TIME AND MANNER OF EXERCISE. This Warrant may be exercisedexercised at any time or from time to time on or after the date hereof, but in no event later than the Expiration Date. In order to exercise this Warrant, in whole or in part (but not as part, the Warrant Holder shall deliver to fractional shares)the Company, at any time or times on or after its address specified in Section 10 below, (i) a written notice in the Initial Exercise Date and on or before the Expiration Date by delivery to the Company at its principal executive offices as set forth above of a duly executed original, electronic or facsimile of the Notice of Exercise, a form of which is annexed heretoAnnex A attached hereto of such Warrant Holder’s election to exercise this Warrant, together with specifying the aggregate Purchase Price for the Shares specified in the Notice number of Exercise by shares of Common Stock to be purchased, (ii) a wire transfer or cashier’s a certified or official bank check drawn on a United States bank. Notwithstanding anything contained herein or checks payable to the contrary, the Holder shall not be required to physically surrender this Warrant to order of the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number product of Shares purchased. The Holder the Purchase Price and the Company shall maintain records showing the number of Shares shares of Common Stock to be purchased at such time pursuant to the Warrant, and the date of such purchases(iii) this Warrant. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of Upon receipt of such Notice. The items, the Company shall, as promptly as practicable, issue or cause to be issued and delivered to such Warrant Holder a direct registration system statement or, if requested by the Warrant Holder, multiple a direct registration system statements representing the aggregate number of full shares of Common Stock issuable upon such exercise, together with cash in lieu of any fraction of a share, as provided in Section 3 above. This Warrant shall be deemed to have been exercised and such direct registration system statement or direct registration system statements shall be deemed to have been issued, and such Warrant Holder or any assigneeother person so designated to be named therein shall be deemed to have become a holder of record of such shares for all purposes, by acceptance as of the date that such notice, together with said cash or check or checks and this Warrant, acknowledge and agree that, are received by reason of the provisions of Company as aforesaid. If this paragraph, following the purchase of a portion of the Shares hereunderWarrant shall have been exercised in part, the number Company shall, at the time of Shares available for delivery of said direct registration system statement or direct registration system statements, deliver to such Warrant Holder a new Warrant evidencing the rights of such Warrant Holder to purchase hereunder at any given time the unpurchased shares of Common Stock, or such other securities as may become subject to the right to purchase by the Warrant Holder under the terms hereof, which new Warrant shall in all other respects be less than the amount stated on the face hereofidentical to this Warrant.

Appears in 1 contract

Samples: Common Stock Purchase Warrant Amendment (Jushi Holdings Inc.)

TIME AND MANNER OF EXERCISE. This Warrant (a) To the extent provided in paragraph (b) of this Section, the Option may be exercised, exercised in whole or from time to time in part (but not as by giving advance written notice of such exercise to fractional shares), the Chief Financial Officer of the Company in the form of Exhibit I annexed hereto at any time or times after October 1, 1997 and prior to midnight, New York City time, on or after March 31, 2007 (the Initial Exercise Date and on or before "Expiration Date"), specifying the Expiration Date by delivery number of Shares to the Company at its principal executive offices as set forth above be purchased. In no event shall a fraction of a duly executed original, electronic Share be purchased or facsimile of the Notice of Exercise, a form of which is annexed hereto, together with the aggregate Purchase Price issued hereunder. Such notice must be accompanied by full payment for the Shares specified to be purchased and any withholding tax due. If the Company does not receive full payment for the Shares to be purchased and any withholding tax due within a reasonable period of time after notice of exercise has been given by Optionee, the notice of exercise shall be deemed to have been withdrawn and the Option shall remain in full force and effect, exercisable in accordance with the terms of this Agreement without any change in the Notice of Exercise by wire transfer or cashier’s check drawn on a United States bank. Notwithstanding anything contained herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal upon exercise of the Option, as though such notice of exercise had never been issued. (b) This Option may be exercised prior to the applicable Expiration Date at any time (or if exercised in part, from time to time) to purchase such number of Shares purchasedas equals the total of the "Exercise Products" determined prior to such exercise of the Option (less such number of Shares as may already have been purchased upon the exercise of the Option); provided, however, that under no circumstances whatsoever may the Option be exercised to purchase more that 70,000 shares of Common Stock. For the purposes of this agreement, Exercise Product shall be determined as follows: Every time an option or warrant issued by the Company which entitles the holder to acquire shares of Common Stock upon the exercise thereof, and which is outstanding on the date first above written (each such option and warrant outstanding on the date first above written is hereinafter referred to as a "Currently Outstanding Warrant"), is exercised, the "dilutive effect" of such exercise shall be determined in accordance with the following formula: "dilutive effect" = dilutive value, where "dilutive value" = afmv - app, where -------------- ---------- fmv os+uso fmv = the "fair market value" of a share of Common Stock on the date of exercise (for the purposes of this agreement, the term "fair market value" as of any date of a share of Common Stock means the average of the closing bid and ask quotations for a share of Common Stock as reported on the principal national securities exchange on which such shares are listed or, if not so listed, on the National Association of Securities Dealers, Inc. Automated Quotation System on the relevant date or, if no such shares were sold on such date, on the next preceding date on which such shares were sold or, if no sales shall have occurred within 10 business days preceding such relevant date, fair market value shall be as reasonably determined by the Board in good faith); afmv = the aggregate fair market value of the shares of Common Stock purchased upon such exercise; app = the aggregate purchase price paid for such shares of Common Stock; os = the number of shares of Common Stock outstanding immediately prior to such exercise; and uso = the number of Signing Options remaining unexercised at such time. The Holder dilutive effect so determined, expressed as a fraction, shall be multiplied by 700,000 and the Company product so determined (the "Exercise Product") shall maintain records showing be the number of Shares which may thereafter be purchased and upon exercise of the Option as a consequence of such exercise of Currently Outstanding Warrants. The Exercise Product shall be determined with respect to every exercise of Currently Outstanding Warrants after the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one hereof. (1c) Business Day of receipt of such Notice. The Holder, and any assignee, by acceptance Anything in paragraph (b) of this WarrantSection to the contrary notwithstanding, acknowledge from and agree thatafter October 1, by reason of the provisions of this paragraph, following the purchase of a portion of the Shares hereunder2006, the Option shall be exercisable in whole or from time to time in part to purchase 70,000 Shares (less such number of Shares available for purchase hereunder at any given time as may be less than already have been purchased upon the amount stated on exercise of the face hereofOption).

Appears in 1 contract

Samples: Employment Agreement (Lancit Media Productions LTD)

TIME AND MANNER OF EXERCISE. This Warrant may be exercised, in whole or in part (but not as to fractional shares), at any time or times on or after the Initial Exercise Date and on or before the Expiration Date by delivery to the Company at its principal executive offices as set forth above of a duly executed original, electronic or of facsimile of the Notice of Exercise, a form of which is annexed hereto, together with the aggregate Purchase Price for the Shares specified in the Notice of Exercise by wire transfer or cashier’s check drawn on a United States bank. Notwithstanding anything contained herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number of Shares purchased. The Holder and the Company shall maintain records showing the number of Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such Notice. The Holder, and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Shares hereunder, the number of Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Appears in 1 contract

Samples: Common Stock Purchase Warrant (TWO RIVERS WATER Co)

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TIME AND MANNER OF EXERCISE. This Warrant may be exercised, in whole or in part (but not as to fractional shares), at any time or times on or after the Initial Exercise Date and on or before the Expiration Date by delivery to the Company at its principal executive offices as set forth above of a duly executed original, electronic or of facsimile of the Notice of Exercise, a form of which is annexed hereto, together with the aggregate Purchase Price for the Shares specified in the Notice of Exercise by wire transfer or cashier’s check drawn on a United States bank. Notwithstanding anything contained herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three five (35) Trading Days days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number of Shares purchased. The Holder and the Company shall maintain records showing the number of Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one three (13) Business Day days of receipt of such Notice. The Holder, and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Shares hereunder, the number of Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.

Appears in 1 contract

Samples: Warrant Agreement (Blue Moose Media Inc)

TIME AND MANNER OF EXERCISE. This Warrant may be exercisedexercised by Holder --------------------------- on any Business Day at any time or from time to time for all or any part, including a fractional part, of the number of Stock Units purchasable at such exercise time; provided, however, that this Warrant shall be void and all ----------------- rights represented hereby shall cease unless exercised on or before the Expiration Date. In order to exercise this Warrant, in whole or in part (but not as to fractional shares)part, at any time or times on or after the Initial Exercise Date and on or before the Expiration Date by delivery Holder shall deliver to the Company at its principal executive offices as set forth above (i) a written notice of Holder's election to exercise this Warrant, which notice shall specify the number of Stock Units to be purchased, (ii) a duly executed original, electronic bank wire transfer of good funds or facsimile a bank cashier's check payable to the order of the Notice of Exercise, a form of which is annexed hereto, together with the aggregate Purchase Price for the Shares specified in the Notice of Exercise by wire transfer or cashier’s check drawn on a United States bank. Notwithstanding anything contained herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable aggregate purchase price for all Stock Units as to which this Warrant is exercised and (iii) this Warrant. Such notice shall be substantially in the form of the subscription form attached as Exhibit B to this Warrant, duly executed by Holder or Holder's agent or attorney. Upon receipt thereof, the Company shall, as promptly as practicable, and in any event within 5 Business Days thereafter, execute or cause to be executed and delivered to Holder a certificate or certificates representing the aggregate number of Shares purchasedfull shares of Common Stock issuable upon such exercise, as hereinafter provided. The Unless otherwise requested by Holder in the notice, the stock certificate or certificates so delivered shall be registered in the name of Holder or, subject to Article 6, such other name as shall be designated in the notice. This Warrant shall be deemed to have been exercised and such certificate or certificates shall be deemed to have been issued, and Holder or any other person so designated to be named therein shall be deemed to have become a holder of record of the Warrant Stock for which exercise is made for all purposes, as of the date the notice, the bank wire transfer or cashier's check and this Warrant are received by the Company shall maintain records showing as described above and all taxes required to be paid by Holder pursuant to Section 2.3 prior to the number of Shares purchased and the date issuance of such purchasesshares have been paid. The Company If this Warrant shall deliver any objection have been exercised in part or if the Holder desires to any Notice transfer a portion of Exercise within one (1) Business Day of receipt of such Notice. The Holder, and any assignee, by acceptance the Warrant in accordance with the provisions of this Warrant, acknowledge and agree thatthe Company shall, by reason at the time of delivery of the provisions certificate or certificates, deliver to Holder a new Warrant evidencing the rights of Holder to purchase the Stock Units as to which this Warrant has not been exercised under the terms of this paragraphWarrant, following and, in the purchase case of transfer, a portion certificate evidencing the rights of the Shares hereundertransferee to purchase the transferred Stock Units, which new Warrant shall in all other respects be identical with this Warrant, or, at the number request of Shares available for purchase hereunder at any given time Holder, appropriate notation may be less than made on this Warrant and the amount stated on the face hereofsame returned to Holder.

Appears in 1 contract

Samples: Warrant Agreement (Tele Communications Inc /Co/)

TIME AND MANNER OF EXERCISE. This Warrant may be exercised, in whole or in part (but not as to fractional shares), at any time or times on or after the Initial Exercise Date and on or before the Expiration Date by delivery to the Company at its principal executive offices as set forth above of a duly executed original, electronic or facsimile of the Notice of Exercise, a form of which is annexed hereto, together with the aggregate Purchase Price for the Shares specified in the Notice of Exercise by wire transfer or cashier’s check drawn on a United States bank. Notwithstanding anything contained herein to the contrary, the Holder shall not be required to physically surrender this Warrant to the Company until the Holder has purchased all of the Shares and the Warrant has been exercised in full, in which case the Holder shall surrender this Warrant to the Company for cancellation within three (3) Trading Days of the date the final Notice of Exercise is delivered to the Company. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Shares available hereunder shall have the effect of lowering the outstanding number of Shares purchasable hereunder in an amount equal to the applicable number of Shares purchased. The Holder and the Company shall maintain records showing the number of Shares purchased and the date of such purchases. The Company shall deliver any objection to any Notice of Exercise within one (1) Business Day of receipt of such Notice. The Holder, and any assignee, by acceptance of this Warrant, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Shares hereunder, the number of Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof.. (b) Mechanics of Exercise. (i)

Appears in 1 contract

Samples: Bridge Loan Conversion Agreement

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