Method of Exercise Clause Example with 34 Variations from Business Contracts

Method of Exercise. (a) While this Warrant remains outstanding and exercisable in accordance with Section 2 above, the The Holder may exercise, exercise this Warrant, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by: (i) by the surrender of the Warrant, together with a duly executed copy of the Notice of Exercise attached hereto, annexed hereto as Exhibit A (the "Notice of Exercise"), to the Secretary of the Company at its principal office (or at such other place as the ...Company shall notify the Holder in writing); and (ii) writing). In addition, at the time of exercise, the Holder shall deliver to the Company the payment to the Company in cash or cash equivalents of an amount equal to the aggregate Exercise Price for the number of Shares being purchased. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At such time, the person or persons in whose name or names any certificate for the Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Shares represented by such certificate. As used in this Warrant, "person" means any individual, partnership, limited liability company, corporation, association, joint stock company, trust, joint venture, unincorporated organization or any federal, state, county or municipal governmental or quasi-governmental agency, department, commission, board, bureau or instrumentality or any other entity. 1 (c) As soon as reasonably practicable after the exercise of this Warrant Warrant, in whole or in part, the Company at its expense will cause to be issued in the name of, and delivered to, the Holder, or as such the Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates (with appropriate restrictive legends) for the number of Shares to which such the Holder shall be entitled, in such denominations as may be requested by the Holder; and (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Shares equal to the number of such Shares described in this Warrant minus the number of such Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. above. (d) Notwithstanding the provisions No fractional Shares will be issued in connection with any exercise of Section 2, if the holder has not exercised this Warrant prior Warrant; in lieu of a fractional share upon complete exercise hereof, Holder may purchase a whole share by delivering payment equal to the closing of a Corporate Transaction or an Initial Public Offering, this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf appropriate portion of the Holder immediately prior to such closing. then effective Exercise Price. View More

Method of Exercise. (a) While this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the vested purchase rights evidenced hereby. Such exercise shall be effected by: (i) the surrender of the Warrant, together with a duly executed copy of the Notice of Exercise attached hereto, to the Secretary of the Company at its principal office (or at such other place as the Company shall notify the Holder in writing); and (ii) the payment to the Compan...y of an amount equal to the aggregate Exercise Price for the number of Shares being purchased. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At such time, the person or persons in whose name or names any certificate for the Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Shares represented by such certificate. (c) As soon as practicable after the exercise of this Warrant in whole or in part, the Company at its expense will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates for the number of vested Shares to which such Holder shall be entitled, and (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Shares equal to the number of such Shares described in this Warrant minus the number of such vested Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions 2 4. Net Exercise. In lieu of Section 2, if the holder has not exercised exercising this Warrant for cash, the Holder may elect to receive shares equal to the value of this Warrant (or the portion thereof being exercised) by surrender of this Warrant at the principal office of the Company together with notice of such election (a "Net Exercise"). A Holder who Net Exercises shall have the rights described in Sections 3(b) and 3(c) hereof, and the Company shall issue to such Holder a number of Shares computed using the following formula: Where X =The number of Shares to be issued to the Holder. Y =The number of vested Shares purchasable under this Warrant or, if only a portion of the Warrant is being exercised, the vested portion of the Warrant being cancelled (at the date of such calculation). A =The fair market value of one (1) Share (at the date of such calculation). B =The Exercise Price (as adjusted to the date of such calculation). For purposes of this Section 4, the fair market value of a Share shall mean the average of the closing prices of a share of Common Stock quoted in the over-the-counter market in which the Common Stock is traded or the closing price quoted on any exchange or electronic securities market on which the Common Stock is listed, whichever is applicable, as published in The Wall Street Journal for the thirty (30) trading days prior to the closing date of a Corporate Transaction determination of fair market value (or such shorter period of time during which the Common Stock was traded over-the-counter or on such exchange), multiplied (if applicable) by the number of shares of Common Stock issuable conversion of such Share. If the Common Stock is not traded on the over-the-counter market, an exchange or an Initial Public Offering, this Warrant electronic securities market, the fair market value shall automatically be deemed to the price per Share that the Company could obtain from a willing buyer for Shares sold by the Company from authorized but unissued Shares, as such prices shall be exercised determined in full in good faith by the manner set forth in Section 4, without any further action on behalf Company's Board of the Holder immediately prior to such closing. Directors. View More

Method of Exercise. (a) While At any time and from time to time while this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. hereby with respect to any Warrant Shares. Such exercise shall be effected by: (i) the surrender of the Warrant, together with a duly executed copy of the Notice of Exercise attached hereto, hereto as Exhibit A, to the Secretary of the Company at its principal office (or at such o...ther place as the Company shall notify the Holder in writing); and (ii) the payment to the Company of an amount equal to the aggregate Exercise Price for the number of Warrant Shares being purchased. purchased, which amount shall be payable (at the Holder's discretion) by (A) a check payable to the Company's order, (B) wire transfer of funds to the Company, (C) cancellation of indebtedness of the Company to the Holder, (D) net exercise as provided in Section 4 hereof, or (E) any combination of the foregoing. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. above; provided, that, upon the exercise of this Warrant in connection with a Corporate Transaction, the exercise and payment may be contingent upon (and be deemed to occur as of immediately prior to) the consummation of such Corporate Transaction. At such time, the person or persons in whose name or names any certificate for the Warrant Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Warrant Shares represented by such certificate. certificate and such Warrant Shares shall be held by Holder until the expiration of the Lock-Up Period set forth in Section 19. (c) As soon as practicable after the exercise of this Warrant Shares in whole or in part, the Company at its expense will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates for the number of Warrant Shares to which such Holder shall be entitled, and (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in having the aggregate on the face or faces thereof for same terms and conditions as this Warrant, except that the number of Warrant Shares equal shall be reduced to the number of reflect such Shares described in this Warrant minus the number of such Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions of Section 2, if the holder has not exercised this Warrant prior to the closing of a Corporate Transaction or an Initial Public Offering, this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf of the Holder immediately prior to such closing. partial exercise. View More

Method of Exercise. (a) While 3.1 At any time and from time to time while this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by: (i) (a) the surrender of the Warrant, together with a duly executed copy of the Notice of Exercise attached hereto, hereto as Exhibit A, to the Secretary of the Company at its principal office (or at such other place as the Company shall not...ify the Holder in writing); and (ii) (b) the payment to the Company of an amount equal to the aggregate Exercise Price for the number of Shares being purchased. (b) purchased, which amount shall be payable by (A) a check payable to Company's order, (B) wire transfer of funds to Company, (C) cancellation of indebtedness of Company to the Holder, (D) net exercise as provided in Section 4 hereof, or (E) any combination of the following. 5 CONFIDENTIAL 3.2 Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At above; provided, that, upon the exercise of this Warrant in connection with a Corporate Transaction, the exercise and payment may be contingent upon consummation of such time, the person or persons in whose name or names any certificate for the Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Shares represented by such certificate. (c) transaction. 3.3 As soon as practicable after the exercise of this Warrant Warrant, in whole or in part, the Company at its expense will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) (a) a certificate or certificates for the number of Shares to which such Holder shall be entitled, and (ii) (b) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Shares equal to the number of such Shares described in this Warrant minus the number of such Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions of Section 2, if the holder has not exercised this Warrant prior to the closing of a Corporate Transaction or an Initial Public Offering, this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf of the Holder immediately prior to such closing. View More

Method of Exercise. (a) While this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by: (i) the surrender of the Warrant, together with a duly executed copy of the Notice of Exercise attached hereto, to the Secretary of the Company at its principal office (or at such other place as the Company shall notify the Holder in writing); and (ii) the payment to the Company of an... amount equal to the aggregate Exercise Price for the number of Warrant Shares being purchased. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At such time, the person or persons in whose name or names any certificate for the Warrant Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Warrant Shares represented by such certificate. (c) As s soon as practicable after the exercise of this Warrant in whole or in part, and in any event within twenty (20) days thereafter, the Company at its expense will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates for the number of Warrant Shares to which such Holder shall be entitled, and (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Warrant Shares equal to the number of such Warrant Shares described in called for on the face of this Warrant minus the number of such Warrant Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions of Section 2, if the holder Holder has not exercised this Warrant prior to the closing Closing of a Corporate Transaction Qualified Liquidation Event or an Initial Public Offering, this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf of the Holder Holder, immediately prior to such closing. For purposes of this Warrant, a "Qualified Liquidation Event" means an acquisition of the Company by merger, consolidation, stock purchase, purchase of substantially all of the assets of the Company or otherwise, resulting in a distribution to shareholders of an amount not less than $4.00 per share; and an "Initial Public Offering" means the closing of an underwritten public offering of the Company's capital stock generating gross proceeds of $25,000,000 or more. 2 4. Net Exercise. In lieu of exercising this Warrant for cash, the Holder may elect to receive shares equal to the value of this Warrant (or the portion thereof being exercised) by surrender of this Warrant at the principal office of the Company together with notice of such election (a "Net Exercise"). A Holder who elects a Net Exercise shall have the rights described in Sections 3(b) and 3(c) hereof, and the Company shall issue to such Holder a number of Conversion Shares computed using the following formula: X = Y (A – B) A Where: X =The number of Warrant Shares to be issued to the Holder. Y =The number of Warrant Shares purchasable under this Warrant or, if only a portion of the Warrant is being exercised, the portion of the Warrant being cancelled (at the date of such calculation). A =The fair market value of one (1) Warrant Share (at the date of such calculation). B =The Exercise Price (as adjusted to the date of such calculations). View More

Method of Exercise. (a) While this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by: (i) the surrender of the Warrant, Warrant (or an indemnification undertaking with respect to the Warrant in the case of its loss, theft or destruction), together with a duly executed copy of the Notice of Exercise attached hereto, to the Secretary Chief Financial Officer of the Compan...y at its principal office (or at such other place as the Company shall notify the Holder in writing); and (ii) the payment to the Company of an amount equal to the aggregate Exercise Price for the number of Shares being purchased. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At such time, the person or persons in whose name or names any certificate for the Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Shares represented by such certificate. (c) As soon as practicable after the exercise of this Warrant in whole or in part, and in any event within 30 days thereafter, the Company at its expense (including any and all taxes and other governmental charges in the nature of a stamp tax or the equivalent that may be imposed with respect to the issuance of certificates or warrants, but excluding, for the avoidance of doubt, any tax on income or gain realized or recognized in connection with the exercise of this Warrant) will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates for the number of Shares to which such Holder shall be entitled, together with cash in lieu of any fraction of a Share, as provided in Section 9 hereof; and (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the 2 number of Shares shares of Series I Preferred Stock equal to the number of such Maximum Shares described in this Warrant Exercisable minus the number of such Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions of Section 2, if the holder has not exercised this Warrant prior to the closing of a Corporate Transaction or an Initial Public Offering, this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf of the Holder immediately prior to such closing. View More

Method of Exercise. (a) While this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by: (i) the surrender of the Warrant, Warrant (or an indemnification undertaking with respect to the Warrant in the case of its loss, theft or destruction), together with a duly executed copy of the Notice of Exercise attached hereto, to the Secretary Chief Financial Officer of the Compan...y at its principal office (or at such other place as the Company shall notify the Holder in writing); and (ii) the payment to the Company of an amount equal to the aggregate Exercise Price for the number of Shares being purchased. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At such time, the person or persons in whose name or names any certificate for the Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Shares represented by such certificate. (c) As soon as practicable after the exercise of this Warrant in whole or in part, and in any event within 30 days thereafter, the Company at its expense (including any and all taxes and other governmental charges in the nature of a stamp tax or the equivalent that may be imposed with respect to the issuance of certificates or warrants, but excluding, for the avoidance of doubt, any tax on income or gain realized or recognized in connection with the 3 exercise of this Warrant) will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates for the number of Shares to which such Holder shall be entitled, together with cash in lieu of any fraction of a Share, as provided in Section 9 hereof; and (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Shares shares of Series I Preferred Stock equal to the number of such Maximum Shares described in this Warrant Exercisable minus the number of such Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions of Section 2, if the holder has not exercised this Warrant prior to the closing of a Corporate Transaction or an Initial Public Offering, this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf of the Holder immediately prior to such closing. View More

Method of Exercise. (a) While this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by: (i) the surrender of the Warrant, Warrant (or an indemnification undertaking with respect to the Warrant in the case of its loss, theft or destruction), together with a duly executed copy of the Notice of Exercise attached hereto, to the Secretary Chief Financial Officer of the Compan...y at its principal office (or at such other place as the Company shall notify the Holder in writing); and (ii) the payment to the Company of an amount equal to the aggregate Exercise Price for the number of Shares being purchased. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At such time, the person or persons in whose name or names any certificate for the Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Shares represented by such certificate. (c) As soon as practicable after the exercise of this Warrant in whole or in part, and in any event within 30 days thereafter, the Company at its expense (including any and all taxes and other governmental charges in the nature of a stamp tax or the equivalent that may be imposed with respect to the issuance of certificates or warrants, but excluding, for the avoidance of doubt, any tax on income or gain realized or recognized in connection with the exercise of this Warrant) will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates for the number of Shares to which such Holder shall be entitled, together with cash in lieu of any fraction of a Share, as provided in Section 9 hereof; and 3 (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Shares shares of Series I Preferred Stock equal to the number of such Maximum Shares described in this Warrant Exercisable minus the number of such Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions of Section 2, if the holder has not exercised this Warrant prior to the closing of a Corporate Transaction or an Initial Public Offering, this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf of the Holder immediately prior to such closing. View More

Method of Exercise. (a) While this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by: (i) the surrender of the Warrant, together with a duly executed copy of the Notice of Exercise attached hereto, to the Secretary of the Company at its principal office (or at such other place as the Company shall notify the Holder in writing); and (ii) the payment to the Company of an... amount equal to the aggregate Exercise Price for the number of Conversion Shares being purchased. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At such time, the person or persons in whose name or names any certificate for the Conversion Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Conversion Shares represented by such certificate. (c) As soon as practicable after the exercise of this Warrant in whole or in part, the Company at its expense will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates for the number of Conversion Shares to which such Holder shall be entitled, and (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Conversion Shares equal to the number of such Conversion Shares described in called for on the face of this Warrant minus the number of such Conversion Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions of Section 2, if the holder has not exercised this Warrant prior to the closing of a Corporate Transaction or an Initial Public Offering, this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf of the Holder immediately prior to such closing. View More

Method of Exercise. (a) While this Warrant remains outstanding and exercisable in accordance with Section 2 above, the Holder may exercise, in whole or in part, the purchase rights evidenced hereby. Such exercise shall be effected by: (i) the surrender of the Warrant, together with a duly executed copy of the Notice of Exercise attached hereto, to the Secretary of the Company at its principal office (or at such other place as the Company shall notify the Holder in writing); and (ii) the payment to the Company of an... amount equal to the aggregate Exercise Price for the number and type of Warrant Shares being purchased. (b) Each exercise of this Warrant shall be deemed to have been effected immediately prior to the close of business on the day on which this Warrant is surrendered to the Company as provided in Section 3(a) above. At such time, the person or persons in whose name or names any certificate for the Warrant Shares shall be issuable upon such exercise as provided in Section 3(c) below shall be deemed to have become the holder or holders of record of the Warrant Shares represented by such certificate. (c) As soon as practicable after the exercise of this Warrant in whole or in part, the Company at its expense will cause to be issued in the name of, and delivered to, the Holder, or as such Holder (upon payment by such Holder of any applicable transfer taxes) may direct: (i) a certificate or certificates for the number of Warrant Shares to which such Holder shall be entitled, and 2 (ii) in case such exercise is in part only, a new warrant or warrants (dated the date hereof) of like tenor, calling in the aggregate on the face or faces thereof for the number of Warrant Shares equal to the number of such Warrant Shares described in called for on the face of this Warrant minus the number of such Warrant Shares purchased by the Holder upon all exercises made in accordance with Section 3(a) above or Section 4 below. (d) Notwithstanding the provisions of Section 2, 2 and subject to the provisions of Section 5, if the holder Holder has not exercised this Warrant prior to the closing of a Corporate Transaction Deemed Liquidation Event or an Initial Public Offering, IPO (as defined below), this Warrant shall automatically be deemed to be exercised in full in the manner set forth in Section 4, without any further action on behalf of the Holder Holder, immediately prior to such closing. closing (and in the case of a Deemed Liquidation Event, subject to and contingent upon such Deemed Liquidation Event), and thereafter, this Warrant shall be automatically cancelled on the books of the Company and shall be of no further force or effect, except as to the Holder's right to receive Warrant Shares in accordance with the terms and conditions of Section 4. For purposes hereof, an "IPO" shall mean the first firm-commitment underwritten public offering of Common Stock pursuant to an effective registration statement under the Securities Act. View More