Common use of Delivery of Stock Certificates, etc. on Exercise Clause in Contracts

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the Holder, or to another person designated by the Holder in writing (provided that the Holder has paid any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full share, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 1.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewithherewith so long as such surrender and payment has been made no later than 12:00 noon (New York time) on such business day and if received after 12:00 noon (New York time) on a business day the shares of Common Stock shall be deemed issued on the next business day. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three five (35) business days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the Holder, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full share, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares as aforesaid. Notwithstanding the foregoing, the Holder may, upon written notice delivered to the Company concurrently with the surrender of this Warrant for exercise as provided in accordance herewithSection 1, elect that the exercise of all or any portion of this Warrant be conditioned upon the consummation of any transaction or event, in which case (a) such exercise shall not be deemed to be effective unless and until the consummation of such transaction or event occurs and (b) such exercise may be revoked by the Holder at any time prior to the consummation of such transaction or event. If such transaction or event is not consummated or is so revoked, the Company shall promptly return the surrendered Warrant to such Holder, unless otherwise instructed by such Holder. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three four (34) business days thereafter, the Company at its sole expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), (i) a certificate or certificates for the number of duly and authorized, validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full shareshare of Common Stock, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise and (ii) in case such exercise is in part only, a new Warrant or Warrants as set forth in Section 1.3.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days Trading Days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or to another person designated as the Holder (upon payment by the Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure compliance with applicable securities laws)taxes) may direct, a certificate or certificates for the number of duly and validly issued, fully fully-paid and nonassessable shares of Common Stock (or Other Securities) to which such the Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, plus, in lieu of any fractional share to which such holder the Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full share, together with any other stock or other securities and Other Securities or any property (including cash, where applicable) to which such the Holder is entitled upon such exercise pursuant to Section 11 or otherwise. The Company shall not be required, however, to pay any tax or other charge imposed in connection with any transfer involved in the issue of any certificate for shares of Common Stock (or Other Securities) issuable upon exercise of this Warrant or payment of cash to any Person other than the Holder, and in case of such transfer or payment the Company shall not be required to deliver any certificate for shares of Common Stock (or Other Securities) upon such exercise or pay any cash until such tax or charge has been paid or it has been established to the Company’s reasonable satisfaction that no such tax or charge is due.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon Any exercise of this Warrant Warrants pursuant to Section 5 shall be deemed to be issued have been effected immediately prior to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant the Warrants with the subscription form and the check for the aggregate Purchase Price shall have been surrendered and payment made received by the Company. At such time, the person or persons in whose name or names any certificate or certificates for shares of Common Stock shall be issuable upon such exercise shall be deemed to have become the holder or holders of record of the shares in accordance herewithof Common Stock so purchased. As soon as practicable after the exercise of this any Warrant in full or in part, and in any event within three (3) business ten days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of of, and delivered to to, the Holder, or to another person designated by the Holder in writing (provided that the Holder has paid any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure compliance with applicable securities laws)purchasing Warrantholder, a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of the Underlying Common Stock (or Other Securities) to which such Holder Warrantholder shall be entitled on upon such exercise, plus, plus cash in lieu of any fractional share to which such holder Warrantholder would otherwise be entitled, cash equal entitled in an amount determined pursuant to such fraction multiplied by the then Fair Market Value of one full shareSection 8(h), together with any other stock or other securities and property (including cash, where applicable) to which such Holder holder is entitled upon such exercise pursuant to Section 17 below or otherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant payment shall have been surrendered and payment made for such shares in accordance herewithWarrant Shares as aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three five (35) business days thereafterthereafter (the “Warrant Share Delivery Date”), the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full shareshare of Common Stock, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewithas aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes, if any) will cause to be issued in the name of and delivered to the HolderHolder hereof, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full shareshare of Common Stock, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant delivery of a Subscription Form shall have been surrendered occurred and payment made for such shares in accordance herewithas aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days thereafterthereafter (“Warrant Share Delivery Date”), the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable non-assessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full shareshare of Common Stock, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered a properly completed Exercise Notice shall have been delivered to the Company and payment made to the Company for such shares in accordance herewith. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the Holder, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full share, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment made for such shares in accordance herewith. (a) As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days five Trading Days thereafter, upon the terms and subject to the conditions of this Warrant, the Company at its expense (including the payment by it of any applicable issue or stamp taxes) will cause to be issued in the name of and delivered to the Holder, or to another person designated as the Holder (upon payment by the Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure compliance with applicable securities laws)taxes) may direct, a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such the Holder shall be entitled on such exercise, in such denominations as may be requested by the Holder, which certificate or certificates shall be free of restrictive and trading legends (except to the extent permitted under Section 6.12 of the Exchange Agreement), plus, in lieu of any fractional share to which such holder the Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Current Fair Market Value of one full shareshare of Common Stock, together with any other stock or other securities and Other Securities or any property (including cash, where applicable) to which such the Holder is entitled upon such exercise pursuant to Section 1.2 or otherwise. In lieu of delivering physical certificates for the shares of Common Stock or (Other Securities) issuable upon any exercise of this Warrant, provided the Company's transfer agent is participating in the Depository Trust Company ("DTC") Fast Automated Securities Transfer ("FAST") program, upon request of the Holder, the Company shall use commercially reasonable efforts to cause its transfer agent electronically to transmit such shares of Common Stock (or Other Securities) issuable upon

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant delivery of a Subscription Form shall have occurred and payment shall have been surrendered and payment made for such shares in accordance herewithas aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three five (35) business days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable non-assessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value fair market value of one full shareshare of Common Stock, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that provided the full purchase price listed in the Subscription Form is received as specified in Sections 1.2, 1.3 or 2, the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder hereof as the record owner of such shares as of the close of business on the date on which this Warrant delivery of a Subscription Form shall have been surrendered occurred and payment made for such shares in accordance herewithas aforesaid. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days thereafterthereafter (“Warrant Share Delivery Date”), the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the HolderHolder hereof, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable non-assessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full shareshare of Common Stock, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise.

Delivery of Stock Certificates, etc. on Exercise. The Company agrees that the shares of Common Stock purchased upon exercise of this Warrant shall be deemed to be issued to the Holder as the record owner of such shares as of the close of business on the date on which this Warrant shall have been surrendered and payment shall have been made for such shares in accordance herewithherewith so long as such surrender and payment has been made no later than 12:00 noon (New York time) on such business day and if received after 12:01 noon (New York time) on a business day the shares of Common Stock shall be deemed issued on the next business day. As soon as practicable after the exercise of this Warrant in full or in part, and in any event within three (3) business days thereafter, the Company at its expense (including the payment by it of any applicable issue taxes) will cause to be issued in the name of and delivered to the Holder, or to another person designated as such Holder (upon payment by the such Holder in writing (provided that the Holder has paid of any applicable transfer taxes and that the Company has received such documentation and information that the Company deems reasonably necessary to ensure taxes) may direct in compliance with applicable securities laws), a certificate or certificates for the number of duly and validly issued, fully paid and nonassessable shares of Common Stock (or Other Securities) to which such Holder shall be entitled on such exercise, plus, in lieu of any fractional share to which such holder Holder would otherwise be entitled, cash equal to such fraction multiplied by the then Fair Market Value of one full share, together with any other stock or other securities and property (including cash, where applicable) to which such Holder is entitled upon such exercise pursuant to Section 11 or otherwise.