Exercisability of Warrants and Registration of Warrant Shares Sample Clauses

Exercisability of Warrants and Registration of Warrant Shares. Each Warrant may be exercised at any time after (i) the Commencement Date and (ii) after the Warrant Shares have been effectively registered under the Securities Act of 1933, as amended (the "Securities Act") pursuant to a Registration Statement (as hereinafter defined) filed with and declared effective by the SEC, as provided in Section 2.3 hereof (provided that at such time the Plan of Distribution shall have been approved by the Superior Court and shall be final and non-appealable), and such other action as may be required by Federal or state law relating to the issuance or distribution of securities shall have been taken, until 5:00 p.m., New York City time, on the first anniversary of the Commencement Date (the "Exercise Deadline") unless extended in accordance with Section ___. After the Exercise Deadline, any unexercised Warrants will be void and all rights of Holders shall cease. Each Warrant Certificate shall have the Exercise Deadline imprinted on its face. Subject to Section 2.3 hereof, the Company shall use reasonable good faith efforts to keep available for delivery upon the exercise of Warrants a prospectus that meets the requirements of Section 10 of the Securities Act, until the earlier of the date by which all Warrants are exercised or the Exercise Deadline, unless the Company determines that, by virtue of an amendment of the Securities Act or otherwise, the effectiveness of such registration or the delivery of such prospectus is not required at the time Warrant Shares are to be issued. In the event that, in the judgment of the Company, it is advisable to suspend use of the prospectus described in this Section 2.2, due to (i) any request by the SEC or any other federal or state governmental authority for amendments or supplements to a Registration Statement or related prospectus or for additional information; (ii) the issuance by the SEC or any other federal or state governmental authority of any stop order suspending the effectiveness of a Registration Statement or the initiation or threat of any proceedings for that purpose; (iii) the receipt by the Company of any notification with respect to the suspension of the qualification or exemption from qualification of any of the Common Stock for sale in any jurisdiction or the initiation or threat of any proceeding for such purpose; (iv) the existence of any fact or the happening of any event which makes any statement of a material fact in such Registration Statement or related prospectus or a...
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Exercisability of Warrants and Registration of Warrant Shares. (a) Each Warrant may be exercised at any time after (i) the Commencement Date provided that at such time the Warrant Shares have been effectively registered under the Securities Act of 1933, as amended (the "Securities Act") pursuant to a Registration Statement (as hereinafter defined) filed with and declared effective by the SEC, as provided in Section 2.3 hereof, and such other action as may be required by Federal or state law relating to the issuance or distribution of securities shall have been taken, until 5:00 p.m., New York City time, on the third anniversary of the Commencement Date (the "Exercise Deadline") unless extended as provided herein. If the Warrants are not exercisable on the Commencement Date by reason of any action required by Federal or state law, the Exercise Deadline shall be extended for such period of time as shall be necessary to permit the Warrants to be exercisable for a full three year period. After the Exercise Deadline, any unexercised Warrants will be void and all rights of Holders shall cease. Each Warrant Certificate shall have the Exercise Deadline imprinted on its face. Subject to Section 2.3 hereof, the Company shall use reasonable good faith efforts to keep available for delivery upon the exercise of Warrants a prospectus that meets the requirements of Section 10 of the Securities Act, until the earlier of the date by which all Warrants are exercised or the Exercise Deadline, unless the Company determines that, by virtue of an amendment of the Securities Act or otherwise, the effectiveness of such registration or the delivery of such prospectus is not required at the time Warrant Shares are to be issued.
Exercisability of Warrants and Registration of Warrant Shares. Each Warrant may be exercised at any time after the December 18, 2000 until 5:00 p.m., New York City time on May 18, 2002 (the "Exercise Deadline"). After the Exercise Deadline, any unexercised Warrants will be void and all rights of Holders shall cease. Each Warrant Certificate shall have the Exercise Deadline imprinted on its face. Notwithstanding anything to the contrary contained herein, the Warrants may not be exercised until the Registration Statement referred to in Section 2.03 has been declared effective by the SEC. Subject to Section 2.03 hereof, the Company shall use reasonable good faith efforts to keep available for delivery upon the exercise of Warrants a prospectus that meets the requirements of Section 10 of the Securities Act, until the earlier of the date by which all Warrants are exercised or the Exercise Deadline, unless the Company determines that, by virtue of an amendment of the Securities Act or otherwise, the effectiveness of such registration or the delivery of such prospectus is not required at the time Warrant Shares are to be issued.

Related to Exercisability of Warrants and Registration of Warrant Shares

  • Registration of Warrant Shares (a) If, at any time prior to the close of business on the [ ] anniversary of the Effective Date, there is no registration statement in effect for the Warrant Shares, the Company, upon the written request of holders of Warrants and of Warrant Shares representing an aggregate of 50% or more of the Warrant Shares, will file with the Securities and Exchange Commission under the Securities Act, such registration statements and amendments thereto and such other filings as may be required to permit the public offering and sale of such Warrant Shares in compliance with the Securities Act. The Company shall be required to register Warrant Shares no more than once pursuant to this Section 5.01(a).

  • Registration of Warrants The Company shall register this Warrant, upon records to be maintained by the Company for that purpose (the “Warrant Register”), in the name of the record Holder (which shall include the initial Holder or, as the case may be, any registered assignee to which this Warrant is permissibly assigned hereunder) from time to time. The Company may deem and treat the registered Holder of this Warrant as the absolute owner hereof for the purpose of any exercise hereof or any distribution to the Holder, and for all other purposes, absent actual notice to the contrary.

  • Issuance and Registration of Warrants The Issuer hereby agrees to issue and deliver to Creditanstalt or, at the option of Creditanstalt, an Affiliate thereof, new Warrant Certificates evidencing the outstanding Series D Warrants and Series E Warrants as hereby amended. Upon receipt of such new Warrant Certificates, Creditanstalt shall deliver to the Issuer for cancellation the old Warrant Certificates for Series D Warrants. On the date hereof, the Issuer shall register the new Warrant Certificates in the Warrant Register in the name of Creditanstalt or an Affiliate thereof as the case may be.

  • Authorization of Warrant Shares The Company covenants that all Warrant Shares which may be issued upon the exercise of the purchase rights represented by this Warrant will, upon exercise of the purchase rights represented by this Warrant, be duly authorized, validly issued, fully paid and nonassessable and free from all taxes, liens and charges created by the Company in respect of the issue thereof (other than taxes in respect of any transfer occurring contemporaneously with such issue).

  • Reservation of Warrant Shares The Company covenants that it will at all times reserve and keep available out of the aggregate of its authorized but unissued and otherwise unreserved Common Stock, solely for the purpose of enabling it to issue Warrant Shares upon exercise of this Warrant as herein provided, the number of Warrant Shares which are then issuable and deliverable upon the exercise of this entire Warrant, free from preemptive rights or any other contingent purchase rights of Persons other than the Holder (taking into account the adjustments and restrictions of Section 9). The Company covenants that all Warrant Shares so issuable and deliverable shall, upon issuance and the payment of the applicable Exercise Price in accordance with the terms hereof, be duly and validly authorized, issued and fully paid and nonassessable.

  • Registration of Warrant The Company shall register this Warrant, upon records to be maintained by the Company for that purpose (the "Warrant Register"), in the name of the record Holder hereof from time to time. The Company may deem and treat the registered Holder of this Warrant as the absolute owner hereof for the purpose of any exercise hereof or any distribution to the Holder, and for all other purposes, and the Company shall not be affected by notice to the contrary.

  • Disposition of Warrant and Exercise Shares (a) The Holder further agrees not to make any disposition of all or any part of the Warrant or Exercise Shares in any event unless and until:

  • Reservation of Warrant Stock The Warrant Stock issuable upon exercise of Our rights under this Warrant Agreement will be duly and validly reserved and when issued in accordance with the provisions of this Warrant Agreement will be validly issued, fully paid and non-assessable, and will be free of any taxes, liens, charges or encumbrances of any nature whatsoever; provided, however, that the Warrant Stock issuable pursuant to this Warrant Agreement may be subject to restrictions on transfer under state and/or Federal securities laws. Upon Our exercise, You will issue to Us certificates for shares of Warrant Stock without charging Us any tax, or other cost incurred by You in connection with such exercise and the related issuance of shares of Warrant Stock. You will not be required to pay any tax, which may be payable in respect of any transfer involved and the issuance and delivery of any certificate in a name other than TriplePoint Capital LLC.

  • Listing of Warrant Shares Company shall have submitted an application for the listing of the Warrant Shares on the Exchange, and such application and listing shall have been approved by the Exchange, subject only to official notice of issuance, in each case, on or prior to the Premium Payment Date. Company agrees and acknowledges that such submission and approval shall be a condition precedent for the purpose of Section 2(a)(iii) of the Agreement with respect to each obligation of Dealer under Section 2(a)(i) of the Agreement.

  • Delivery and Registration of Shares of Common Stock TCF Financial’s obligation to deliver shares of Common Stock hereunder shall, if the Committee so requests, be conditioned upon the receipt of a representation as to the investment intention of the Optionee or any other person to whom such shares are to be delivered, in such form as the Committee shall determine to be necessary or advisable to comply with the provisions of the Securities Act of 1933, as amended, or any other Federal, state, or local securities law or regulation. In requesting any such representation, it may be provided that such representation requirement shall become inoperative upon a registration of such shares or other action eliminating the necessity of such representation under such Securities Act or other securities law or regulation. TCF Financial shall not be required to deliver any shares upon exercise of the Option prior to (i) the admission of such shares to listing on any stock exchange or system on which the shares of Common Stock may then be listed, and (ii) the completion of such registration or other qualification of such shares under any state or Federal law, rule, or regulation, as the Committee shall determine to be necessary or advisable.

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