Examples of Intermediate Common Units in a sentence
The undersigned requests that a certificate for such Intermediate Common Units be registered in the name of [ ], whose address is [ ] and that such Intermediate Common Units be delivered to [ ] whose address is [ ].
If said [ ] number of Intermediate Common Units is less than all of the Intermediate Common Units purchasable hereunder, the undersigned requests that a new Warrant Certificate representing the remaining balance of such Intermediate Common Units be registered in the name of [ ], whose address is [ ] and that such Warrant Certificate be delivered to [ ], whose address is [ ].
Subject to Section 3.6 of this Agreement, a Registered Holder of Warrants may exercise its Warrants only for a whole number of Intermediate Common Units.
A Holder’s obligations under the second sentence of this Section 2.3 shall only apply for so long as such Holder (together with its Affiliates) holds at least 10% of the issued and outstanding Class A Common Stock (on a fully-exchanged basis after giving effect to the exchange of all Intermediate Common Units for Class A Common Stock).
If, by reason of any adjustment made pursuant to this Section 3, the holder of any Warrant would be entitled, upon the exercise of such Warrant, to receive a fractional interest in a unit, the Company shall, upon such exercise, round down to the nearest whole number the number of Intermediate Common Units to be issued to such holder.
No Warrant shall be exercisable and the Company shall not be obligated to issue Intermediate Common Units upon exercise of a Warrant unless the Intermediate Common Units issuable upon such Warrant exercise have been registered, qualified or deemed to be exempt from registration or qualification under the securities laws of the state of residence of the Registered Holder of the Warrants.
The Company shall at all times reserve and keep available a number of its authorized but unissued Intermediate Common Units that shall be sufficient to permit the exercise in full of all outstanding Warrants issued pursuant to this Agreement.
Notwithstanding anything else in this Warrant Certificate or the Warrant Agreement, no Warrant may be exercised unless at the time of exercise (i) a registration statement covering the issuance of the Intermediate Common Units to be issued upon exercise is effective under the Securities Act and (ii) a prospectus thereunder relating to the Intermediate Common Units is current, except through “cashless exercise” as provided for in the Warrant Agreement.
If, by reason of any exercise of Warrants on a “cashless basis”, the holder of any Warrant would be entitled, upon the exercise of such Warrant, to receive a fractional interest in an Intermediate Common Unit, the Company shall round down to the nearest whole number, the number of Intermediate Common Units to be issued to such holder.
The undersigned hereby irrevocably elects to exercise the right, represented by this Warrant Certificate, to receive [ ] Intermediate Common Units and herewith tenders payment for such Intermediate Common Units to the order of Hoya Intermediate, LLC (the “Company”) in the amount of $[ ] in accordance with the terms hereof.