Common use of Exercise of the Purchase Rights Clause in Contracts

Exercise of the Purchase Rights. (a) The purchase rights set forth in this Supplemental Warrant Agreement are exercisable by the Warrantholder, in whole or in part, at any time, or from time to time, prior to the expiration of the term set forth in Section 2 above or as modified by any other provision of this Agreement, by tendering to the Company at its principal office a notice of exercise duly completed and executed in the form attached hereto as Exhibit I (the “Notice of Exercise”). This Supplemental Warrant Agreement shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise as provided herein, and the Warrantholder (or such other person as the Warrantholder shall designate to receive the shares issuable upon exercise) shall be treated as the holder of record of such shares as of the close of business on that date. Within three (3) days of receipt of the Notice of Exercise, the Company shall deliver to Warrantholder the acknowledgment of exercise duly completed and executed in the form attached hereto as Exhibit II (the “Acknowledgment of Exercise”). Promptly upon receipt of the Notice of Exercise and the payment of the purchase price in accordance with the terms set forth below, and in no event later than twenty-one (21) days thereafter, the Company shall issue to the Warrantholder a certificate for the number of shares of Common Stock purchased if Warrantholder has only partially exercised this Supplemental Warrant Agreement, and a new Supplemental Warrant Agreement pursuant to Section 3(d).

Exercise of the Purchase Rights. (a) The purchase rights set forth in this Supplemental Warrant Agreement are exercisable by the Warrantholder, in whole or in part, at any time, or from time to time, prior to the expiration of the term set forth in Section 2 above or as modified by any other provision of this Agreementabove, by tendering to the Company Partnership at its The Edison Project L.P., 529 Xxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 (xxe Partnership's principal office place of business), or such other address of which Warrantholder is given notice by the Partnership, a notice of exercise duly completed and executed in the form attached hereto as Exhibit I (the “"Notice of Exercise”"), together with the Exercise Price (which may be paid as provided in Section 3(b) below). This Supplemental Warrant Agreement shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise upon which the Exercise Price is received by the Partnership as provided herein, and the Warrantholder (or such other person as the Warrantholder shall designate to receive the shares issuable upon exercise, but not the Partnership Interests) shall be treated as the holder of record of such shares the interest purchased upon exercise of the Warrant as of the close of business on that date. If (prior to March 31, 1996) the exercise of the Warrant, other than pursuant to a Redemption Event, could result in a termination of the Partnership within the meaning of Section 708 of the Internal Revenue Code of 1986, as amended from time to time (the "Code"), the exercise shall be automatically delayed until such time as it will not result in a termination. Within three ten (310) days of receipt of the Notice of Exercise, the Company Partnership shall deliver to Warrantholder the acknowledgment of exercise duly completed and executed in the form attached hereto as Exhibit II (the “"Acknowledgment of Exercise”"). Promptly upon Within ten (10) days of receipt of the Notice of Exercise and the payment of the purchase price Price in accordance with the terms set forth below, (i) the General Partners shall execute an amendment to the Partnership Agreement indicating Warrantholder's Percentage Interest in the Partnership and in no event later than twenty-one Warrantholder's admission to the Partnership as Limited Partner; or, (21ii) days thereafterif another entity (a "Successor") has succeeded to the Partnership's business as contemplated by Section 15 of the Partnership Agreement, the Company Successor shall take such steps as are necessary and proper to issue to the such interests in Successor as Warrantholder a certificate for the number is entitled upon exercise of shares of Common Stock purchased if Warrantholder has only partially exercised this Supplemental Warrant Agreement, and a new Supplemental Warrant Agreement . If the Board of Directors determines pursuant to Section 3(d).15.00 of the Partnership Agreement to incorporate the Partnership, this Warrant Agreement shall without any further action become a Warrant Agreement to purchase that amount of equity of such corporation that

Exercise of the Purchase Rights. (a) The purchase rights set forth in this Supplemental Warrant Agreement are exercisable by the Warrantholder, in whole or in part, at any time, or from time to time, prior to the expiration of the term set forth in Section 2 above above, for all or any part of the shares of Preferred Stock (but not for a fraction of a share); PROVIDED, HOWEVER, that notwithstanding anything in this Warrant Agreement to the contrary, in no event shall the Warrantholder have the right hereunder to acquire any shares of Preferred Stock, or otherwise exercise any of its rights hereunder, at any time prior to the time that the Warrantholder makes available to the Company the additional $500,000 of lease financing as modified by set forth in Part II of Equipment Schedule VL-1. In the event that pursuant to the Company's Certificate of Incorporation, as amended, an event causing mandatory conversion of the Company's Preferred Stock shall have occurred, then this Warrant Agreement shall be exercisable for the number of shares of Common Stock of the Company into which the number of shares of Preferred Stock purchasable pursuant to this Warrant Agreement would have been so converted had the Warrantholder exercised his purchase rights hereunder in full immediately prior to such mandatory conversion (and, in such event, any other provision of reference to "Preferred Stock" in this AgreementWarrant Agreement shall be deemed, when the context requires, to be a reference to "Common Stock"). The Warrantholder shall exercise his purchase rights hereunder by tendering to the Company at its principal office a notice of exercise duly completed and executed in the form attached hereto as Exhibit I (the “"Notice of Exercise”"). This Supplemental Warrant Agreement shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise as provided herein, and the Warrantholder (or such other person as the Warrantholder shall designate to receive the shares issuable upon exercise) shall be treated as the holder of record of such shares as of the close of business on that date. Within three (3) days of receipt of the Notice of Exercise, the Company shall deliver to Warrantholder the acknowledgment of exercise duly completed and executed in the form attached hereto as Exhibit II (the “Acknowledgment of Exercise”)executed. Promptly upon receipt of the Notice of Exercise and the payment of the purchase price aggregate Exercise Price for the number of shares of Preferred Stock being purchased (paid payment to be made in accordance with the terms set forth below), and in no event later than twenty-one (21) days thereafter, the Company shall issue to the Warrantholder a certificate for the number of shares of Common Preferred Stock purchased and shall execute the Notice of Exercise indicating the number of shares which remain subject to future purchases, if any. The aggregate Exercise Price may be paid at the Warrantholder's election either (i) by cash or check, or (ii) by surrender of Warrants ("Net Issuance") as determined below. If the Warrantholder has only partially elects the Net Issuance method, the Company will issue Preferred Stock in accordance with the following formula: X = Y (A-B) ------- A Where: X = the number of shares of Preferred Stock to be issued to the Warrantholder. Y = the number of shares of Preferred Stock requested to be exercised under this Supplemental Warrant Agreement, and a new Supplemental Warrant Agreement pursuant to Section 3(d). A = the fair market value of one (1) share of Preferred Stock.

Exercise of the Purchase Rights. (a) The purchase rights set forth in this Supplemental Protection Warrant Agreement are exercisable by the Warrantholder, in whole or in part, at any time, or from time to time, prior to the expiration of the term set forth in Section 2 above or as modified by any other provision of this Agreement, by tendering to the Company at its principal office a notice of exercise duly completed and executed in the form attached hereto as Exhibit I (the “Notice of Exercise”). This Supplemental Protection Warrant Agreement shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise as provided herein, and the Warrantholder (or such other person as the Warrantholder shall designate to receive the shares issuable upon exercise) shall be treated as the holder of record of such shares as of the close of business on that date. Within three (3) days of receipt of the Notice of Exercise, the Company shall deliver to Warrantholder the acknowledgment of exercise duly completed and executed in the form attached hereto as Exhibit II (the “Acknowledgment of Exercise”). Promptly upon receipt of the Notice of Exercise and the payment of the purchase price in accordance with the terms set forth below, and in no event later than twenty-one (21) days thereafter, the Company shall issue to the Warrantholder a certificate for the number of shares of Common Stock purchased if Warrantholder has only partially exercised this Supplemental Protection Warrant Agreement, and a new Supplemental Protection Warrant Agreement pursuant to Section 3(d).

Exercise of the Purchase Rights. (a) The purchase rights set forth in this Supplemental Warrant Agreement are exercisable by the Warrantholder, in whole or in part, at any time, or from time to time, prior to the expiration of the term set forth in Section 2 above or as modified by any other provision of this Agreementabove, by tendering to the Company Partnership at its The Edison Project L.P., 529 Xxxxx Xxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000 (xxe Partnership's principal office place of business), or such other address of which Warrantholder is given notice by the Partnership, a notice of exercise duly completed and executed in the form attached hereto as Exhibit I (the “"Notice of Exercise”"), together with the Exercise Price (which may be paid as provided in Section 3(b) below). This Supplemental Warrant Agreement shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise upon which the Exercise Price is received by the Partnership as provided herein, and the Warrantholder (or such other person as the Warrantholder shall designate to receive the shares issuable upon exercise, but not the Partnership Interests) shall be treated as the holder of record of such shares the interest purchased upon exercise of the Warrant as of the close of business on that date. If (prior to March 31, 1996) the exercise of the Warrant, other than pursuant to a Redemption Event, could result in a termination of the Partnership within the meaning of Section 708 of the Internal Revenue Code of 1986, as amended from time to time (the "Code"), the exercise shall be automatically delayed until such time as it will not result in a termination. Within three ten (310) days of receipt of the Notice of Exercise, the Company Partnership shall deliver to Warrantholder the acknowledgment of exercise duly completed and executed in the form attached hereto as Exhibit II (the “"Acknowledgment of Exercise”"). Promptly upon Within ten (10) days of receipt of the Notice of Exercise and the payment of the purchase price Price in accordance with the terms set forth below, (i) the General Partners shall execute an amendment to the Partnership Agreement indicating Warrantholder's Percentage Interest in the Partnership and in no event later than twenty-one Warrantholder's admission to the Partnership as Limited Partner; or, (21ii) days thereafterif another entity (a "Successor") has succeeded to the Partnership's business as contemplated by Section 15 of the Partnership Agreement, the Company Successor shall take such steps as are necessary and proper to issue to the such interests in Successor as Warrantholder a certificate for the number is entitled upon exercise of shares of Common Stock purchased if Warrantholder has only partially exercised this Supplemental Warrant Agreement, and a new Supplemental Warrant Agreement . If the Board of Directors determines pursuant to Section 3(d).15.00 of the Partnership Agreement to incorporate the Partnership, this Warrant Agreement shall without any further action become a Warrant Agreement to purchase that amount of equity of such corporation that would have been issued to the holder of this Warrant if the Warrant had been exercised immediately prior to such conversion. The Partnership shall give written notification to the holder of this

Exercise of the Purchase Rights. (a) The purchase rights set forth in this Supplemental Warrant Agreement are exercisable by the Warrantholder, in whole or in part, at any time, or from time to time, prior to the expiration of the term set forth in Section 2 above above, for all or any part of the shares of Preferred Stock (but not for a fraction of a share); PROVIDED, HOWEVER, that in no event shall the Warrantholder be entitled to exercise its purchase rights under Section 1 (b) hereof until June 30, 1994. In the event, however, that pursuant to the Company's Certificate of Incorporation, as modified by amended, an event causing mandatory conversion of the Company's Preferred Stock shall have occurred, then this Warrant Agreement shall be exercisable for the number of shares of Common Stock of the Company into which the number of shares of Preferred Stock purchasable pursuant to this Warrant Agreement would have been so converted had the Warrantholder exercised his purchase rights hereunder in full immediately prior to such mandatory conversion (and, in such event, any other provision of reference to "Preferred Stock" in this AgreementWarrant Agreement shall be deemed, when the context requires, to be a reference to "Common Stock"). The Warrantholder shall exercise his purchase rights hereunder by tendering to the Company at its principal office a notice of exercise duly completed and executed in the form attached hereto as Exhibit I (the “"Notice of Exercise”"). This Supplemental Warrant Agreement shall be deemed to have been exercised immediately prior to the close of business on the date of its surrender for exercise as provided herein, and the Warrantholder (or such other person as the Warrantholder shall designate to receive the shares issuable upon exercise) shall be treated as the holder of record of such shares as of the close of business on that date. Within three (3) days of receipt of the Notice of Exercise, the Company shall deliver to Warrantholder the acknowledgment of exercise duly completed and executed in the form attached hereto as Exhibit II (the “Acknowledgment of Exercise”)executed. Promptly upon receipt of the Notice of Exercise and the payment of the purchase price aggregate Exercise Price for the number of shares of Preferred Stock being purchased (said payment to be made in accordance with the terms set forth below), and in no event later than twenty-one (21) days thereafter, the Company shall issue to the Warrantholder a certificate for the number of shares of Common Preferred Stock purchased and shall execute the Notice of Exercise indicating the number of shares which remain subject to future purchases, if any. The aggregate Exercise Price may be paid at the Warrantholder's election either (i) by cash or check, or (ii) by surrender of Warrants ("Net Issuance") as determined below. If the Warrantholder has only partially elects the Net Issuance method, the Company will issue Preferred Stock in accordance with the following formula: X = Y (A-B) ------- A Where: X = the number of shares of Preferred Stock to be issued to the Warrantholder. Y = the number of shares of Preferred Stock requested to be exercised under this Supplemental Warrant Agreement, and a new Supplemental Warrant Agreement pursuant to Section 3(d). A = the fair market value of one (1) share of Preferred Stock.