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EXHIBIT 4.2
FORM OF WARRANT
THE WARRANTS REPRESENTED BY THIS CERTIFICATE ARE SUBJECT TO THE CONDITIONS
SPECIFIED IN A WARRANT AGREEMENT, DATED NOVEMBER 8, 1999, BETWEEN BOLDER
TECHNOLOGIES CORPORATION (THE "COMPANY") AND FIRST SECURITY XXX XXXXXX INC.
EXCEPT TO THE EXTENT PERMITTED BY THE WARRANT AGREEMENT, NO TRANSFER, SALE,
PLEDGE, OR OTHER DISPOSITION OF THESE WARRANTS OR THE SHARES OF COMMON STOCK OF
THE COMPANY ACQUIRED ON EXERCISE OF THESE WARRANTS WILL BE VALID OR EFFECTIVE
UNTIL REGISTERED UNDER THE SECURITIES ACT OF 1933 OR, IF APPLICABLE, A SUCCESSOR
LAW THERETO (IN EACH CASE AS AMENDED FROM TIME TO TIME) OR THE COMPANY HAS BEEN
ADVISED BY AN OPINION OF COUNSEL THAT THESE WARRANTS OR THOSE SHARES OF COMMON
STOCK WILL BE TRANSFERRED IN A TRANSACTION EXEMPT FROM SUCH REGISTRATION AND
UNTIL ANY APPLICABLE CONDITIONS CONTAINED IN THE WARRANT AGREEMENT HAVE BEEN
FULFILLED. A COPY OF THE WARRANT AGREEMENT IS ON FILE AT THE OFFICES OF THE
COMPANY. THE HOLDER OF THIS CERTIFICATE, BY ACCEPTANCE OF THIS CERTIFICATE,
AGREES TO BE BOUND BY THE PROVISIONS OF THE WARRANT AGREEMENT.
No._______
Warrant to Purchase up to 66,000 Shares of Common Stock
EXERCISABLE COMMENCING 9:00 A.M., SAN FRANCISCO TIME, ON NOVEMBER 12, 2000 AND
ENDING 5:00 P.M., SAN FRANCISCO TIME, ON NOVEMBER 12, 2004
BOLDER TECHNOLOGIES CORPORATION
COMMON STOCK PURCHASE WARRANT
This certifies that ___________________________, or registered
assigns, is the holder (the "Holder") of this Warrant to purchase, subject to
adjustment, the number of fully paid and nonassessable shares set forth above
(the "Warrant Shares") of Common Stock, par value $0.001 per share (the "Common
Stock"), of BOLDER Technologies Corporation, a Delaware corporation (the
"Company"), at the per share exercise price, subject to adjustment (the
"Exercise Price"), set forth in the Warrant Agreement, dated November 8, 1999
(the "Warrant Agreement"), between the Company and First Security Xxx Xxxxxx
Inc., at any time prior to the Expiration Date (defined below), by surrendering
this Warrant, with the form of subscription set forth hereon duly executed, to
the Company at the Company's offices at 0000 Xxxxx Xxxxxxxx Xxxxx, Xxxxxx,
Xxxxxxxx 00000, or at such other office or agency as the Company may designate
and by paying in full, in the manner provided in Section 4 of the Warrant
Agreement, the Exercise Price for the Warrant Shares then purchased. Payment of
the Exercise Price may be made in cash, cashier's check payable to the order of
the Company or surrender of a portion of this Warrant as provided in Section
4(c) of the Warrant Agreement.
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This Warrant may be exercised at any time and from time to time, in
whole or in part, at the option of the Holder, commencing 9:00 a.m., San
Francisco time, on November 12, 2000 until 5:00 p.m., San Francisco time, on
November 12, 2004 (the "Expiration Date"). Upon the purchase of fewer than all
of the Warrant Shares, there must be issued to the Holder a new Warrant
exercisable for the number of Warrant Shares for which this Warrant has not been
exercised or surrendered as payment. Prior to the Expiration Date, the Holder is
entitled to exchange this Warrant, without charge, for another Warrant or
Warrants exercisable for the same aggregate number of Warrant Shares.
Prior to the Expiration Date, subject to any applicable laws
restricting transferability and to any restriction on transferability that may
appear on this Warrant or is contained in the Warrant Agreement, the Holder is
entitled to transfer this Warrant upon delivery thereof, duly endorsed by the
Holder or by his, her or its duly authorized attorney-in-fact or representative,
or accompanied by proper evidence of succession, assignment or authority to
transfer, with the form of assignment set forth hereon duly executed. Upon any
such transfer, a new Warrant or Warrants exercisable for the same aggregate
number of Warrant Shares will be issued by the Company, without charge, in
accordance with instructions in the form of assignment.
This Warrant is issued under and in accordance with the Warrant
Agreement and, except as otherwise provided in this Warrant, is subject to the
terms and provisions contained in the Warrant Agreement. Upon certain events
provided for in the Warrant Agreement, the Exercise Price and the number of
shares of Common Stock (or other securities) issuable upon the exercise of this
Warrant are subject to adjustment. No fractional shares will be issued upon the
exercise of a Warrant. Instead, as provided in the Warrant Agreement, the
Company must pay the value of such fractional share to the Holder in cash.
THIS WARRANT WILL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH,
THE INTERNAL LAWS, AND NOT THE LAW PERTAINING TO CHOICE OR CONFLICT OF LAWS, OF
THE STATE OF NEW YORK IN ACCORDANCE WITH AND AS SPECIFICALLY PROVIDED FOR IN
SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW OF THE STATE OF NEW YORK.
The Company has caused this Warrant to be duly executed.
BOLDER TECHNOLOGIES CORPORATION
By:
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Name:
Title:
Attest:
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Name:
Title:
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ELECTION TO PURCHASE
The undersigned hereby irrevocably elects to exercise this Warrant to
purchase _______ shares of Common Stock, acknowledges that it will not dispose
of such shares except in compliance with Section 3(b) of the Warrant Agreement
and the Securities Act of 1933, as amended, and requests that Certificates for
such shares be issued and delivered as follows:
Issue to:
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(Name)
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(Address, including Zip Code)
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(Social Security or Tax Identification Number)
Deliver to:
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(Name)
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(Address, including Zip Code)
In full payment of the aggregate purchase price with respect to the
number of shares being purchased upon exercise of this Warrant, the undersigned
hereby (check applicable payment method): (i) |_| tenders payment of $_________
in cash, (ii) |_| tenders payment of $_________ by cashier's check payable to
the order of BOLDER Technologies Corporation or (ii) |_| surrenders to the
Company Warrants to purchase ________ shares of Common Stock. If the Warrant is
exercised hereby (and, if applicable, surrendered to purchase shares of Common
Stock) so as to purchase fewer than all the shares of Common Stock that may be
purchased pursuant to this Warrant, the undersigned requests that a new Warrant
representing the number of full shares for which the Warrant has not been
exercised or surrendered be issued and delivered as set forth below.
Name of Warrant holder or Assignee:
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(Please Print)
Address:
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Signature Dated:
(Signature must conform in all respects to name of holder as specified on the
face of the Warrant)
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ASSIGNMENT
For value received, the undersigned hereby sells, assigns and transfers to the
Assignee named below all of the rights of the undersigned represented by the
within Warrant, with respect to the number of shares of Common Stock set forth
below:
Number of
Shares of Taxpayer Identification
Name of Assignee Address Common Stock Number
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and hereby irrevocably authorizes the Company to make such transfer on the
Warrant Register maintained at the principal office of the Company and, if
applicable, to issue to the undersigned a Warrant for the portion of such
Warrant not so sold, assigned or transferred.
Dated:
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Signature
(Signature must conform in all respects to name of the Holder as specified on
the face of the Warrant.)
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