Cashless Exercise Election. The Holder may elect to receive, without the payment by the Holder of any additional consideration, shares of Common Stock equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the cashless exercise election notice annexed hereto duly executed, at the principal office of the Company. Thereupon, the Company shall issue to the Holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: A Execution Version where: X = the number of shares of Common Stock to be issued to the Holder pursuant to this Section 4. Y = the number of shares of Common Stock covered by this Warrant in respect of which the cashless exercise election is made pursuant to this Section 4. A = the Fair Market Value (defined below) of one share of Common Stock as determined at the time the cashless exercise election is made pursuant to this Section 4. B = the Purchase Price in effect under this Warrant at the time the cashless exercise election is made pursuant to this Section 4. “Fair Market Value” of a share of Common Stock as of the date that the cashless exercise election is made (the “Determination Date”) shall mean:
Cashless Exercise Election. If any Sponsor or Permitted Transferee makes a Cashless Exercise Election with respect to any Sponsors' Warrants, then upon surrender of such Sponsors' Warrants in accordance with Section 6(c), the Company shall issue and cause to be delivered with all reasonable dispatch to and in such name or names as the Sponsors' Warrant holder may designate, a certificate or certificates for the number of full Warrant Shares issuable upon the exercise of such Sponsor Warrants computed by using the following formula:
Cashless Exercise Election. In lieu of purchasing Underlying Shares for cash upon exercise of this Warrant as above provided, the Holder may elect to realize the Appreciated Value of such Underlying Shares in the form of Common Stock by specifying such election in its Notice of Exercise of this Warrant. Upon receipt of such Notice of Exercise specifying such election, the Company shall issue and deliver to the Holder a certificate or certificates evidencing a number of shares of Common Stock (rounded to the next greater number of whole shares) equal to the quotient obtained by dividing (i) the aggregate Appreciated Value of the Underlying Shares covered by such exercise, by (ii) the Fair Market Value per share of Common Stock as of the business day next following the Company's receipt of such notice of exercise. For purposes of the foregoing, the Appreciated Value of an Underlying Share means the excess of (x) the Fair Market Value of such share as of the business day next following the Company's receipt of such Notice of Exercise, over (y) the Exercise Price per share then applicable. Any shares of Common Stock issued pursuant to this Section 11(a) shall thereafter be deemed Underlying Shares for all purposes of this Warrant.
Cashless Exercise Election. If the undersigned wishes to make a Cashless Exercise Election (as defined in the Warrant Certificate), the undersigned must check the following box. [ ] The undersigned hereby makes a Cashless Exercise Election in respect of the Common Shares subscribed for herein. The undersigned hereby directs that the Common Shares hereby subscribed for be issued and delivered as follows: Name in Full Address in Full Number of Shares ______________________________ ______________________________ ______________________________ ______________________________ ______________________________ (Please state full names in which share certificates are to be issued, stating whether Mr., Mrs., Ms. or Miss is applicable. If any of the Common Shares are to be issued to a person other than the Holder, the Holder must pay to the Company all exigible transfer taxes and/or fees) Dated this ________ day of __________________, 20___. Witness Signature of Holder or Assignee Address of Holder or Assignee Instructions For Subscription The above subscription form is to be signed by the Holder or an Assignee. The signature to the subscription as signed by the Holder must correspond in every particular with the name written upon the face of this Warrant Certificate or if the subscription is signed by an Assignee, must correspond in every particular with the name of the Assignee shown on the Assignment Form, in the form annexed to the Warrant Certificate as Schedule “B”, which must accompany this subscription form. The above subscription form must be (i) signed and (ii), subject to a Cashless Exercise Election, accompanied by payment in Canadian funds of the subscription price specified in the Warrant by cash, certified cheque or bank draft payable to the Company at par in Vancouver and (iii) must be surrendered at the office of the Company, 301 – 700 Xxxx Xxxxxx Xxxxxx, Vancouver, B.C. V6C 1G8, at or before 5:00 p.m. (Eastern time) on February •, 2014, at which time the right to subscribe will expire. No fractional Common Shares will be issued. The undersigned shall not be entitled to any compensation or other right in lieu of a fractional Common Share, as the case may be. Upon surrender and payment (if applicable) and otherwise subject to the terms of the Warrant, the Company will issue to the person named in the subscription form the number of Common Shares subscribed for (or, in the case of a Cashless Exercise Election, the number of Common Shares to be issued in respect of such subscription...
Cashless Exercise Election. The Holder may elect to receive Warrant Shares equal to the value of this Warrant by surrender of this Warrant to the Company, in which event the Company shall issue to the Holder that number of Warrant Shares determined by use of the following formula: where: X = the number of Warrant Shares to be issued; Y = the number of Warrant Shares purchasable under the Warrant or, if only a portion of the Warrant is being exercised, the portion of the Warrant being exercised; A = the Fair Market Value of one Exercise Share for which this Warrant is being exercised (as applicable); and B = the Exercise Price. As of any date of determination, if the Warrant Shares are listed on an established national or regional stock exchange, are admitted to quotation on the National Association of Securities Dealers Automated Quotation System, or are publicly traded on an established securities market, then notwithstanding anything else contained in the Warrant, the “Fair Market Value” of one Exercise Share shall be the closing price of one Exercise Share on such exchange or in such market (the highest such closing price if there is more than one such exchange or market) on the trading day immediately preceding the date on which such determination is being made (or, if there is no such reported closing price, the “Fair Market Value” shall be the mean between the highest bid and lowest asked prices or between the high and low sale prices on such trading day), or, if no sale of any Warrant Shares of is reported for such trading day, on the next preceding day on which any sale shall have been reported. If the Warrant Shares are not listed on such an exchange, quoted on such system or traded on such a market on the date of exercise, the “Fair Market Value” of the Warrant Shares shall be determined in good faith by mutual agreement of the Holder and the Company, subject to Section 4.5 below.
Cashless Exercise Election. Pursuant to Section 1.3(ii)(b) of the Warrant, the undersigned hereby provides notice to the Company that the undersigned is exercising the Warrant on a “cashless exercise” basis and authorizes the Company to withhold from issuance _________ of the Shares, which shall no longer be issuable under the Warrant. Please issue a certificate or certificates representing the Shares (excluding, in the case of a “cashless exercise,” that number of the Shares authorized to be withheld from issuance by the above election), in the name of the undersigned or in such other name as is specified below and in the denominations as are set forth below: [Specify Name of Holder as it should appear on the stock certificate] [Requested Denominations – if no denomination is specified, a single certificate will be issued] The initial address of such Holder to be entered on the books of Company shall be: _________________________________________________ _________________________________________________ _________________________________________________ The undersigned hereby represents and warrants that the undersigned is acquiring such shares for his own account for investment purposes only, and not for resale or with a view to distribution of such shares or any part thereof. ERP2 HOLDINGS, LLC By: Print Name: Title: Dated:
Cashless Exercise Election. The Holder may elect to receive Warrant Shares equal to the value of this Warrant by surrender of this Warrant to the Company, in which event the Company shall issue to the Holder that number of Warrant Shares determined by use of the following formula: X = Y(A-B) where: X = the number of Warrant Shares to be issued; Y = the number of Warrant Shares purchasable under the Warrant or, if only a portion of the Warrant is being exercised, the portion of the Warrant being exercised;
Cashless Exercise Election. The holder may elect, in lieu of payment of the Exercise Price, to convert this Warrant, in whole or in part, into a number of Warrant Shares determined by dividing (i) the aggregate Market Value of the Warrant Shares or other securities otherwise issuable upon exercise of this Warrant minus the aggregate Exercise Price of such Warrant Shares by (b) the Market Value of one Warrant Share. Market Value shall be determined pursuant to Section 4(h)(i).
Cashless Exercise Election. In the event the resale of the Warrant Shares are not registered with the Securities and Exchange Commission under the Securities Act of 1933, as amended, the Holder may elect to receive, without the payment by the Holder of any additional consideration, shares of Common Stock equal to the value of this Warrant or any portion hereof by the surrender of this Warrant or such portion to the Company, with the cashless exercise election notice annexed hereto duly executed, at the principal office of the Company. Thereupon, the Company shall issue to the Holder such number of fully paid and nonassessable shares of Common Stock as is computed using the following formula: A where: X = the number of shares of Common Stock to be issued to the Holder pursuant to this Section 4. Y = the number of shares of Common Stock covered by this Warrant in respect of which the cashless exercise election is made pursuant to this Section 4. A = the Fair Market Value (defined below) of one share of Common Stock as determined at the time the cashless exercise election is made pursuant to this Section 4. B = the Purchase Price in effect under this Warrant at the time the cashless exercise election is made pursuant to this Section 4.
Cashless Exercise Election
