Common use of Conversion of Warrant Clause in Contracts

Conversion of Warrant. (a) In lieu of exercising this Warrant pursuant to Section 1.2, the Holder may convert the purchase rights represented by this Warrant in whole or in part (but not as to any fractional shares of Warrant Stock) pursuant to this Section 1.3 into a number of shares of Warrant Stock equal to: N - [ [ N x EP ] ] -------------- MP Where: N = the number of shares set forth in the Conversion Notice (as defined below) delivered by the Purchaser. EP = the Exercise Price determined as of the close of business on the business day immediately preceding the Conversion Time (as defined below). MP = the Market Price of a share of Warrant Stock determined as of the close of business on the business day immediately preceding the Conversion Time. (b) This Warrant will be deemed to have been converted when the Company has received all of the following items (the "Conversion Time"): (i) a completed Conversion Notice in substantially the form attached as Exhibit III (a "Conversion Notice") executed by the Purchaser; (ii) this Warrant; (iii) if this Warrant is not registered in the name of the Purchaser, an Assignment in substantially the form attached as Exhibit II evidencing the assignment of this Warrant to the Purchaser, in which case the Holder will have complied with the provisions set forth in Section 7.