Common use of Company Warrants Clause in Contracts

Company Warrants. At the Effective Time, Parent shall assume each Company Warrant in accordance with the terms (as in effect as of the date hereof) of such Company Warrant (except to the extent that a holder of a Company Warrant has elected to require the Company to repurchase such Common Warrant in accordance with its terms). From and after the Effective Time, (i) each Company Warrant assumed by Parent may be exercised solely for shares of Parent Common Stock, (ii) the number of shares of Parent Common Stock subject to each Company Warrant shall be equal to the number of shares of Company Common Stock subject to such Company Warrant immediately prior to the Effective Time multiplied by the Exchange Ratio, rounding to the nearest whole share, (iii) the per share exercise price under each such Company Warrant shall be equal to the per share exercise price under such Company Warrant divided by the Exchange Ratio, rounding to the nearest cent and (iv) any restriction on the exercise of any Company Warrant shall continue in full force and effect and the term, exercisability and other provisions of such Company Warrant shall otherwise remain unchanged. The Company shall take all action that may be necessary (under the Company Warrants and otherwise) to effectuate the provisions of this Section 1.6 and to ensure that, from and after the Effective Time, holders of Company Warrants have no rights with respect thereto other than those specifically provided herein.

Company Warrants. At the Effective Time, Parent shall assume each Company Warrant (as defined in Section 4.3(a)) hereof in accordance with the terms (as in effect as of the date hereof) of such Company Warrant (except to the extent that a holder of a Company Warrant has elected to require the Company to repurchase such Common Warrant in accordance with its terms)Warrant. From and after the Effective Time, (ia) each Company Warrant assumed by Parent may be exercised solely for shares of Parent Common Stock, (iib) the number of shares of Parent Common Stock subject to each Company Warrant shall be equal to the number of shares of Company Common Stock subject to such Company Warrant immediately prior to the Effective Time multiplied by the Exchange Conversion Ratio, rounding rounded down to the nearest whole sharenumber of shares, (iiic) the per share exercise price under each such Company Warrant shall be equal to the quotient determined by dividing the exercise price per share exercise price under of Company Common Stock at which such Company Warrant divided was exercisable immediately prior to the Effective Time by the Exchange Conversion Ratio, rounding rounded up to the nearest cent and (ivd) any restriction on the exercise of any Company Warrant shall continue in full force and effect and the term, exercisability and other provisions of such Company Warrant shall otherwise remain unchanged. Parent shall (i) reserve for issuance the number of shares of Parent Common Stock that will become issuable upon the exercise of such assumed Company Warrants pursuant to this Section 2.4 and (ii) promptly after the Effective Time issue to each holder of a Company Warrant outstanding at the Effective Time a document evidencing the assumption by Parent of the Company's obligations with respect thereto under this Section 2.4. The Company shall take all action that may be necessary (under the Company Warrants and otherwise) to effectuate the provisions of this Section 1.6 2.4 and to ensure that, from and after the Effective Time, holders of the Company Warrants have no rights with respect thereto other than those specifically provided hereintherein.

Company Warrants. At the Effective Time, and in accordance with the terms of each warrant to purchase shares of Company Common Stock (collectively, the “Company Warrants”) that are issued and outstanding immediately prior to the Effective Time, Parent shall assume issue a replacement warrant to each Company Warrant in accordance with the terms (as in effect as of the date hereof) of holder thereof providing that such Company Warrant (except to the extent that replacement warrant shall be exercisable for a holder of a Company Warrant has elected to require the Company to repurchase such Common Warrant in accordance with its terms). From and after the Effective Time, (i) each Company Warrant assumed by Parent may be exercised solely for shares number of Parent Common Stock, (ii) the number of shares of Parent Common Stock subject to each Company Warrant shall be Shares equal to the product of (x) the aggregate number of shares of Company Common Stock subject to issuable in respect of such Company Warrant immediately prior to the Effective Time multiplied by (y) the Exchange Ratio, rounding to Ratio (the nearest whole share, (iii) the per share exercise price under each such Company “Replacement Warrants”). Each Replacement Warrant shall be equal to the per share exercise price under contain appropriate provision such Company Warrant divided by the Exchange Ratio, rounding to the nearest cent and (iv) any restriction on the exercise of any Company Warrant shall continue in full force and effect and the term, exercisability and other provisions of such Company Warrant shall otherwise remain unchanged. The Company shall take all action that may be necessary (under the Company Warrants and otherwise) to effectuate the provisions of this Section 1.6 each Company Warrant (including the exercise period and the exercise price and provision for adjustment of the exercise price) shall thereafter be maintained in each such Replacement Warrant as nearly equivalent as may be practicable in relation to ensure that, from such Company Warrant. From and after the Effective Time, holders Parent shall comply with all of Company Warrants have no rights with respect thereto other than those specifically provided hereinthe terms and conditions set forth in each such Replacement Warrant, including the obligation to issue the Parent Common Shares contemplated thereby upon exercise thereof.

Company Warrants. At the Effective Time, Parent shall assume each Company Warrant (as defined in Section 5.3(a)) hereof in accordance with the terms (as in effect as of the date hereof) of such Company Warrant (except to the extent that a holder of a Company Warrant has elected to require the Company to repurchase such Common Warrant in accordance with its terms)Warrant. From and after the Effective Time, (ia) each Company Warrant assumed by Parent may be exercised solely for shares of Parent Common Stock, (iib) the number of shares of Parent Common Stock subject to each Company Warrant shall be equal to the number of shares of Company Common Stock subject to such Company Warrant immediately prior to the Effective Time multiplied by the Exchange Conversion Ratio, rounding to the nearest whole share, (iiic) the per share exercise price under each such Company Warrant shall be equal to the per share exercise price under such Company Warrant divided by the Exchange Conversion Ratio, rounding to the nearest cent and (ivd) any restriction on the exercise of any Company Warrant shall continue in full force and effect and the term, exercisability and other provisions of such Company Warrant shall otherwise remain unchanged. The Company shall take all action that may be necessary (under the Company Warrants and otherwise) to effectuate the provisions of this Section 1.6 3.4 and to ensure that, from and after the Effective Time, holders of the Company Warrants have no rights with respect thereto other than those specifically provided hereintherein.

Company Warrants. At the Effective Time, Parent shall assume each outstanding warrant to purchase shares of Company Warrant in accordance with the terms Common Stock (as in effect as of the date hereofeach, a "COMPANY WARRANT") of such Company Warrant (except shall, to the extent that a holder of a such Company Warrant has elected to require the Company to repurchase such Common Warrant does not expire in accordance with its terms). From terms upon consummation of the Merger, be converted into a warrant to acquire, on the same terms and after conditions as were applicable under such Company Warrant, provided the Effective Time, (i) each relevant Company Warrant assumed by Parent may be exercised solely for shares of Parent Common Stockdoes not otherwise provide, (ii) the that number of shares of Parent ARGY Common Stock subject (rounded down to each Company Warrant shall be the nearest whole share) equal to the number of shares of Company Common Stock subject to such Company Warrant immediately prior to the Effective Time multiplied divided by the Exchange RatioReverse Split Ratio (such new warrant, rounding the "REPLACEMENT WARRANT"), at an exercise price per share (rounded up to the nearest whole share, cent) equal to (iiiy) the exercise price per share exercise price under each of Company Common Stock subject to such Company Warrant shall be equal to multiplied by (z) the per share exercise price under such Company Warrant divided by the Exchange Reverse Split Ratio, rounding to the nearest cent and (iv) any . Any restriction on the exercise of any Company Warrant shall continue in full force and effect and the term, exercisability exercisability, schedule and other provisions of such Company Warrant shall otherwise remain unchangedcontinue in full force and effect. The At or prior to the Effective Time, Company shall take all action that may be reasonable action, if any, necessary (under with respect to each Company Warrant to permit the replacement of such Company Warrants and otherwise) Warrant by ARGY pursuant to effectuate the provisions of this Section 1.6 2.8 and to ensure that, from and after the Effective Time, that holders of Company Warrants have no rights with respect thereto other greater than those specifically provided herein.

Company Warrants. At the Effective Time, Parent shall assume each outstanding warrant to purchase shares of Company Warrant in accordance with the terms Common Stock (as in effect as of the date hereofeach, a "COMPANY WARRANT") of such Company Warrant (except shall, to the extent that a holder of a such Company Warrant has elected to require the Company to repurchase such Common Warrant does not expire in accordance with its terms). From terms upon consummation of the Merger, be converted into a warrant to acquire, on the same terms and after conditions as were applicable under such Company Warrant, provided the Effective Time, (i) each relevant Company Warrant assumed by Parent may be exercised solely for shares of Parent Common Stockdoes not otherwise provide, (ii) the that number of shares of Parent Common Stock subject (rounded down to each Company Warrant shall be the nearest whole share) equal to the number of shares of Company Common Stock subject to such Company Warrant immediately prior to the Effective Time multiplied by the Exchange RatioMultiple (such new warrant, rounding the "REPLACEMENT WARRANT"), at an exercise price per share (rounded up to the nearest whole share, cent) equal to (iiiy) the exercise price per share exercise price under each such of Company Warrant shall be equal Common Stock subject to the per share exercise price under such Company Warrant divided by (z) the Exchange Ratio, rounding to the nearest cent and (iv) any Multiple. Any restriction on the exercise of any Company Warrant shall continue in full force and effect and the term, exercisability exercisability, schedule and other provisions of such Company Warrant shall otherwise remain unchangedcontinue in full force and effect. The At or prior to the Effective Time, Company shall take all action that may be reasonable action, if any, necessary (under with respect to each Company Warrant to permit the replacement of such Company Warrants and otherwise) Warrant by Parent pursuant to effectuate the provisions of this Section 1.6 2.9 and to ensure that, from and after the Effective Time, that holders of Company Warrants have no rights with respect thereto other greater than those specifically provided herein.

Company Warrants. At the Effective Time, Parent shall assume each unexercised and unexpired Company Warrant then outstanding shall be converted into a warrant to purchase Parent Common Stock in accordance with this Section 2.6. Each Company Warrant so converted shall continue to have, and be subject to, the same terms (and conditions as set forth in effect as of the date hereof) of agreement relating to such Company Warrant (except immediately prior to the extent that a holder of a Company Warrant has elected to require the Company to repurchase such Common Warrant in accordance with its terms). From and after the Effective Time, except that (i) each Company Warrant assumed by Parent may shall be exercised solely exercisable (or shall become exercisable in accordance with its terms) for shares of Parent Common Stock, (ii) the that number of whole shares of Parent Common Stock subject to each Company Warrant shall be equal to the Table of Contents product of the number of shares that were issuable upon exercise of Company Common Stock subject to such Company Warrant immediately prior to the Effective Time multiplied by the Exchange Ratio, rounding rounded down to the nearest whole share, number of shares of Parent Common Stock and (iiiii) the per share purchase price for the shares of Parent Common Stock issuable upon exercise price under each of such Company Warrant so converted shall be equal to the quotient determined by dividing the exercise price per share exercise price under of Company Common Stock at which such Company Warrant divided was exercisable immediately prior to the Effective Time by the Exchange Ratio, rounding rounded up to the nearest cent and (iv) any restriction on whole cent. Except for Company Warrants that terminate pursuant to their terms as of the exercise of any Company Warrant shall continue in full force and effect and Effective Time, prior to the term, exercisability and other provisions of such Company Warrant shall otherwise remain unchanged. The Effective Time the Company shall take use commercially reasonable efforts to obtain all action necessary consents to ensure that may be necessary (under the holders of Company Warrants and otherwise) will have no rights other than the right to effectuate receive the provisions of consideration provided for in this Section 1.6 and to ensure that, 2.6 from and after the Effective Time, holders of Company Warrants have no rights with respect thereto other than those specifically provided herein.

Company Warrants. At the Effective Time, Parent shall assume each unexercised and unexpired Company Warrant then outstanding shall be converted into a warrant to purchase Parent Common Stock in accordance with this Section 2.6. Each Company Warrant so converted shall continue to have, and be subject to, the same terms (and conditions as set forth in effect as of the date hereof) of agreement relating to such Company Warrant (except immediately prior to the extent that a holder of a Company Warrant has elected to require the Company to repurchase such Common Warrant in accordance with its terms). From and after the Effective Time, except that (i) each Company Warrant assumed by Parent may shall be exercised solely exercisable (or shall become exercisable in accordance with its terms) for shares of Parent Common Stock, (ii) the that number of whole shares of Parent Common Stock subject to each Company Warrant shall be equal to the product of the number of shares that were issuable upon exercise of Company Common Stock subject to such Company Warrant immediately prior to the Effective Time multiplied by the Exchange Ratio, rounding rounded down to the nearest whole share, number of shares of Parent Common Stock and (iiiii) the per share purchase price for the shares of Parent Common Stock issuable upon exercise price under each of such Company Warrant so converted shall be equal to the quotient determined by dividing the exercise price per share exercise price under of Company Common Stock at which such Company Warrant divided was exercisable immediately prior to the Effective Time by the Exchange Ratio, rounding rounded up to the nearest cent and (iv) any restriction on whole cent. Except for Company Warrants that terminate pursuant to their terms as of the exercise of any Company Warrant shall continue in full force and effect and Effective Time, prior to the term, exercisability and other provisions of such Company Warrant shall otherwise remain unchanged. The Effective Time the Company shall take use commercially reasonable efforts to obtain all action necessary consents to ensure that may be necessary (under the holders of Company Warrants and otherwise) will have no rights other than the right to effectuate receive the provisions of consideration provided for in this Section 1.6 and to ensure that, 2.6 from and after the Effective Time, holders of Company Warrants have no rights with respect thereto other than those specifically provided herein.