Common use of Fractional Shares Clause in Contracts

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 68 contracts

Samples: Loan and Security Agreement (Depomed Inc), Dot Hill Systems Corp, Dot Hill Systems Corp

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Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's ’s Board of Directors.

Appears in 51 contracts

Samples: Registration Rights Agreement (Bluefly Inc), Warrant Purchase Agreement (Mascoma Corp), Registration Rights Agreement (RHO Ventures VI LP)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in . In lieu of such fractional shares the Company shall make a cash payment therefor based on upon the fair market value of the Common Stock on the date of exercise as reasonably determined Exercise Price then in good faith by the Company's Board of Directorseffect.

Appears in 35 contracts

Samples: Common Stock Purchase Warrant (Comscore, Inc.), Common Stock Purchase Warrant (Comscore, Inc.), Common Stock Purchase Warrant (Comscore, Inc.)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on upon the fair market value basis of the Common Stock on the date of exercise as reasonably determined Warrant Price then in good faith by the Company's Board of Directorseffect.

Appears in 30 contracts

Samples: Warrant (AccelPath, Inc.), Technest Holdings Inc, AccelPath, Inc.

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on upon the fair market value basis of the Common Stock on the date Fair Market Value of exercise as reasonably determined in good faith by the Company's Board of Directorssuch Shares.

Appears in 29 contracts

Samples: Biolargo, Inc., Muscle Maker, Inc., Biolargo, Inc.

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(g) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 14 contracts

Samples: Registration Rights Agreement (Medical Solutions Management Inc.), Reimbursement and Indemnification Agreement (Medical Solutions Management Inc.), Reimbursement and Indemnification Agreement (Medical Solutions Management Inc.)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(j) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 13 contracts

Samples: Shells Seafood Restaurants Inc, Shells Seafood Restaurants Inc, Abazias Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(c) hereof) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 8 contracts

Samples: E-Medsoft Com, E-Medsoft Com, Tender Loving Care Health Care Services Inc/ Ny

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on upon the per share fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 7 contracts

Samples: Us Search Corp Com, Us Search Corp Com, Security Agreement (Digital Lightwave Inc)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value Fair Market Value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 7 contracts

Samples: Cardiac Science Inc, Common Stock Purchase Agreement (Collagenex Pharmaceuticals Inc), Tesseract Group Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor therefore based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 7 contracts

Samples: Warrant (Ecology Coatings, Inc.), Warrant (Ecology Coatings, Inc.), Warrant (Ecology Coatings, Inc.)

Fractional Shares. No fractional shares of Common Stock will shall be issued in connection with any exercise or cashless exercise hereunder, but and in lieu of any such fractional shares the Company Corporation shall make a cash payment therefor to the Holder (or such other person or persons as directed by the Holder, subject to compliance with all applicable laws) based on the fair market value Fair Market Value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board or cashless exercise of Directorsthis Warrant.

Appears in 6 contracts

Samples: Warp Technology Holdings Inc, Halo Technology Holdings, Inc., Halo Technology Holdings, Inc.

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares thereof the Company shall make a cash payment therefor based on upon the fair market value basis of the Common Stock on the date of exercise as reasonably determined Exercise Price then in good faith by the Company's Board of Directorseffect.

Appears in 6 contracts

Samples: Stock Option Compensation Agreement (Bravo Foods International Corp), Stock Option Compensation Agreement (Bravo Foods International Corp), Stock Option Compensation Agreement (Bravo Foods International Corp)

Fractional Shares. No fractional shares of Common Stock common stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares of common stock, the Company shall make a cash payment therefor based on the fair market value closing price or last sale price of a share of common stock reported for the Common Stock on business day immediately before the date of exercise Exercise Date or as reasonably determined in good faith by the Company's ’s Board of Directors.

Appears in 6 contracts

Samples: Trulieve Cannabis Corp., Trulieve Cannabis Corp., Trulieve Cannabis Corp.

Fractional Shares. No fractional shares of Common Stock will shall be issued in connection with any exercise or cashless exercise hereunder, but and in lieu of any such fractional shares the Company shall make a cash payment therefor to the Holder (or such other person or persons as directed by the Holder, subject to compliance with all applicable laws) based on the fair market value Fair Market Value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board or cashless exercise of Directorsthis Warrant.

Appears in 6 contracts

Samples: Insite Vision Inc, Insite Vision Inc, Biosphere Medical Inc

Fractional Shares. No fractional shares Shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares Shares the Company shall make a cash payment therefor based on equal to the fair market value excess of the Common Stock on the date average daily closing price of exercise as reasonably determined in good faith by the Company's Board of Directors’s common stock for the twenty (20) business days prior to the exercise date for such fractional shares above the Warrant Price for such fractional share.

Appears in 5 contracts

Samples: Exchange Agreement (PVF Capital Corp), PVF Capital Corp, PVF Capital Corp

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on upon the fair market value basis of the Common Stock on the date of exercise as reasonably determined Value at Exercise then in good faith by the Company's Board of Directorseffect.

Appears in 4 contracts

Samples: Adac Laboratories, Lattice Semiconductor Corp, Lattice Semiconductor Corp

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(h) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 4 contracts

Samples: Midcom Communications Inc, Graphix Zone Inc /De/, Phoenix Network Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise or conversion hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise or conversion as reasonably determined in good faith by the Company's ’s Board of Directors.

Appears in 4 contracts

Samples: Loan and Security Agreement (Mavenir Systems Inc), Loan and Security Agreement (Mavenir Systems Inc), Mavenir Systems Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares shares, the Company shall make a cash payment therefor based on upon the fair market value basis of the Common Stock on the date of exercise as reasonably determined Warrant Price then in good faith by the Company's Board of Directorseffect.

Appears in 4 contracts

Samples: PivX Solutions, Inc., Analogy Inc, Analogy Inc

Fractional Shares. No fractional shares of Common Stock will shall be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company Corporation shall make a cash payment therefor based on the fair market value Fair Market Value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 3 contracts

Samples: Butler International Inc /Md/, Cityzenith Holdings, Inc., Butler International Inc /Md/

Fractional Shares. No fractional shares of Common Stock will shall be issued in connection with any exercise or cashless exercise hereunder, but and in lieu of any such fractional shares the Company shall make a cash payment therefor to the Holder (or such other person or persons as directed by the Holder) based on the fair market value Fair Market Value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board or cashless exercise of Directorsthis Warrant.

Appears in 3 contracts

Samples: CervoMed Inc., CervoMed Inc., Accounts Receivable Purchase Agreement (Scient Inc)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the product resulting from multiplying the then fair market value of the Common Stock (as determined pursuant to Section 9(c) below) on the date of exercise as reasonably determined in good faith by the Company's Board of Directorssuch fraction.

Appears in 3 contracts

Samples: Security Agreement (Ats Medical Inc), Subordinated Security Agreement (Ats Medical Inc), Ats Medical Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in . In lieu of such fractional shares the Company shall make a cash payment therefor based on upon the fair market value Fair Market Value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of DirectorsStock.

Appears in 3 contracts

Samples: Security Agreement (Optimark Technologies Inc), Optimark Technologies Inc, Optimark Technologies Inc

Fractional Shares. No fractional shares of Common Stock will are to be issued in connection with any upon the exercise hereunderof this Warrant, but in lieu of such fractional shares share, the Company shall make a cash payment therefor based on equal to the fair market value of the Common Stock on the date of exercise as reasonably determined Exercise Price then in good faith effect multiplied by the Company's Board of Directorssuch fractional share.

Appears in 3 contracts

Samples: Warrant (Host Funding Inc), Warrant (Wulf International LTD), Host Funding Inc

Fractional Shares. No fractional shares of Common Stock common stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based upon the closing price of the common stock as reported on the fair market value of the Common Stock Nasdaq National Market on the trading day immediately prior to the date of exercise as reasonably determined in good faith by the Exercise Notice is delivered to the Company's Board of Directors.

Appears in 3 contracts

Samples: Cv Therapeutics Inc, Cv Therapeutics Inc, Cv Therapeutics Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 3 contracts

Samples: Cherokee Inc, Cherokee Inc, Cherokee Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsaccordance with Section 2(c).

Appears in 3 contracts

Samples: Stock Exchange Agreement (Solyndra, Inc.), Solyndra, Inc., Solyndra, Inc.

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directors’s option.

Appears in 3 contracts

Samples: Deer Valley Corp, Telzuit Medical Technologies, Inc., Deer Valley Corp

Fractional Shares. No fractional shares of Common Stock will be ----------------- issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 3 contracts

Samples: Loan Agrloan and Security Agreement (Pilot Network Services Inc), Xenogen Corp, Zhone Technologies Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the product resulting from multiplying the then fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's ’s Board of DirectorsDirectors by such fraction.

Appears in 3 contracts

Samples: Sunesis Pharmaceuticals Inc, Ats Medical Inc, Sunesis Pharmaceuticals Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise. 6.

Appears in 3 contracts

Samples: Iq Biometrix Inc, Iq Biometrix Inc, Iq Biometrix Inc

Fractional Shares. No fractional shares of Common Stock will be issued ------------------ in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(g) above) of the a share of Common Stock ------------ on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directorsoption.

Appears in 2 contracts

Samples: Cytation Corp, Cytation Corp

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(i) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 2 contracts

Samples: Warrant Agreement (Immunomedics Inc), Aureal Semiconductor Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares shares, the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 2 contracts

Samples: Cohbar, Inc., Cohbar, Inc.

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on upon the basis of the Warrant Price then in effect and the fair market value of the Common Stock on the date of exercise a full share as reasonably determined in good faith for this purpose by the Company's Board of Directors.

Appears in 2 contracts

Samples: Settlement Agreement and Mutual Release (Ciena Corp), Ciena Corp

Fractional Shares. No fractional shares of Common Stock will be issued ------------------ in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(g) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directorsoption.

Appears in 2 contracts

Samples: Cytation Corp, Cytation Corp

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(f) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directors’s option.

Appears in 2 contracts

Samples: Cruisestock Inc., Cruisestock Inc.

Fractional Shares. No fractional shares of Common Stock will be issued ----------------- in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsaccordance with Section 10.2(c)(ii) or 10.2(c)(iii), as applicable.

Appears in 2 contracts

Samples: Emachines Inc /De/, Emachines Inc /De/

Fractional Shares. No fractional shares of Common Stock will be ----------------- issued in connection with any exercise hereunder, hereunder but in lieu of such fractional shares shares, the Company shall make a cash payment therefor based on upon the basis of the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorssuch exercise.

Appears in 2 contracts

Samples: Trikon Technologies Inc, Plasma & Materials Technologies Inc

Fractional Shares. No fractional shares of Common Stock will shall be issued in connection with any exercise hereunder, but and in lieu of any such fractional shares the Company shall make a cash payment therefor to the Holder (or such other person or persons as directed by the Holder) based on the fair market value Fair Market Value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsthis Warrant.

Appears in 2 contracts

Samples: Incara Pharmaceuticals Corp, Incara Inc

Fractional Shares. No fractional shares of Common Stock will be ------------------ issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(j) above) of the a share of Common ------------ Stock on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directorsoption.

Appears in 2 contracts

Samples: Cytation Corp, Cytation Corp

Fractional Shares. No fractional shares of Common Stock will be issued ----------------- in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 2 contracts

Samples: Loan Agrloan and Security Agreement (Pilot Network Services Inc), Integrated Packaging Assembly Corp

Fractional Shares. No fractional shares of Common Stock will be ------------------ issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(j) above) of the a share of Common ------------ Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 2 contracts

Samples: Taylor Madison Corp, Taylor Madison Corp

Fractional Shares. No fractional shares Shares of the Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares Shares the Company shall make a cash payment therefor based on upon the fair market value basis of the Common Stock on the date of exercise as reasonably determined Warrant Price then in good faith by the Company's Board of Directorseffect.

Appears in 2 contracts

Samples: Cellnet Data Systems Inc, Cellnet Data Systems Inc

Fractional Shares. No fractional shares of Common Stock will be issued ------------------ in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(j) above) of the a share of Common Stock ------------ on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directorsoption.

Appears in 2 contracts

Samples: Cytation Corp, Cytation Corp

Fractional Shares. No fractional shares of Common Stock will be ----------------- issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(h) above) of the a share of Common ------------ Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 2 contracts

Samples: Warrant Agreement (Video Update Inc), Warrant Agreement (Video Update Inc)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in . In lieu of such fractional shares shares, the Company shall make a cash payment therefor based on upon the fair market value Fair Market Value of the such Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 2 contracts

Samples: Common Stock and Warrant Issuance Agreement (Wink Communications Inc), Wink Communications Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4.i. above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 2 contracts

Samples: Cfi Proservices Inc, Cfi Proservices Inc

Fractional Shares. No fractional shares of Common Stock will are to be issued in connection with any upon the exercise hereunderof this Warrant, but in lieu of such fractional shares share, the Company shall make a cash payment therefor based on therefore equal to the fair market value of the Common Stock on the date of exercise as reasonably determined Exercise Price then in good faith effect multiplied by the Company's Board of Directorssuch fractional share.

Appears in 1 contract

Samples: Sunshine PCS Corp

Fractional Shares. No fractional shares of Common Stock will be ----------------- issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(j) above) of the a share of Common ----------- Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Taylor Madison Corp

Fractional Shares. No fractional shares Shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares Shares the Company shall make a cash payment therefor based on equal to the fair market value excess of the Common Stock on the date average daily closing price of exercise as reasonably determined in good faith by the Company's Board of Directors’s common stock for the twenty (20) business days prior to the exercise date for such fractional shares above the Exercise Price for such fractional shares.

Appears in 1 contract

Samples: Exchange Agreement (First Mariner Bancorp)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsaccordance with Section 8(c).

Appears in 1 contract

Samples: E Loan Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on upon the basis of the fair market value of the a share of Common Stock on as of the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Stock Purchase Agreement (Genzyme Corp)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value average of the closing price of the Common Stock on for the 60 trading days ending two business days prior to date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Isis Pharmaceuticals Inc

Fractional Shares. No fractional shares of Common Stock will be ----------------- issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(h) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Graphix Zone Inc /De/

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Fractional Shares. No fractional shares of Common Stock will shall be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 1 contract

Samples: Laser Pacific Media Corporation

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor therefore based on the fair market value of the Common Com- mon Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 1 contract

Samples: Tanox Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(C) hereof) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Tender Loving Care Health Care Services Inc/ Ny

Fractional Shares. No fractional shares share of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares share the Company shall make a cash payment therefor based on upon the basis of the fair market value of the such Common Stock on the date of exercise then in effect, as reasonably determined in the good faith by judgment of the Company's Board of Directors.

Appears in 1 contract

Samples: Series F Preferred Stock and Warrant Purchase Agreement (Phoenix Network Inc)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors. 7.

Appears in 1 contract

Samples: Gensia Inc

Fractional Shares. No fractional shares of Common Stock will be issued ------------------ in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(g) above) of the a share of Common Stock ----------- on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directorsoption.

Appears in 1 contract

Samples: Cytation Corp

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(j) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directors’s option.

Appears in 1 contract

Samples: Cruisestock Inc.

Fractional Shares. No fractional shares of Common Stock will be ------------------ issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(j) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Taylor Madison Corp

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunderhereunder (including any net issue exercise pursuant to Section 2(c) or any Deemed Exercise), but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsaccordance with Section 2(c).

Appears in 1 contract

Samples: Purchase Agreement (Solyndra, Inc.)

Fractional Shares. No In no event shall any fractional shares share of Common Stock will be issued in connection with upon any exercise hereunder, but in of this Warrant. In lieu of such any fractional shares which would otherwise be issuable, the Company shall make a pay cash payment therefor based on equal to the product of such fraction multiplied by the fair market value of the one share of Common Stock on the date of exercise exercise, as reasonably determined in good faith by the Company's Board of Directors.

Appears in 1 contract

Samples: Redenvelope Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(e) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Warrant Agreement (Venture Catalyst Inc)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares shares, the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's ’s Board of Directors.

Appears in 1 contract

Samples: Subscription Agreement (Dyneco Corp)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of DirectorsBoard.

Appears in 1 contract

Samples: Warrant (Dot Hill Systems Corp)

Fractional Shares. No fractional shares share of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares share the Company shall make a pay cash payment therefor based on in lieu of such fractional share in the fair market value amount equal to the same fraction of the Common Stock Share Price in effect on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: GFI Group Inc.

Fractional Shares. No fractional shares Shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares Shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 1 contract

Samples: Electronic Designs Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(i) hereof) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Med Diversified Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as mutually determined by the Company and the holder) of the Common Stock on the date of exercise as reasonably determined exercise/in good faith an amount equal to such fraction multiplied by the Company's Board of DirectorsWarrant Price.

Appears in 1 contract

Samples: Warrant (Palatin Technologies Inc)

Fractional Shares. No fractional shares Shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares Shares the Company shall make a cash payment therefor based on equal to the fair market value excess of the Common Stock on the date average daily closing price of exercise as reasonably determined in good faith by the Company's Board of Directors’s common stock for the twenty (20) business days prior to the exercise date for such fractional shares above the aggregate Exercise Price for such fractional Shares.

Appears in 1 contract

Samples: Exchange Agreement (First Mariner Bancorp)

Fractional Shares. No fractional shares of Common Stock ----------------- will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 1 contract

Samples: Airgate Wireless Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in . In lieu of such fractional shares the Company CORPORATION shall make a cash payment therefor therefore based on upon the fair market value Fair Market Value (as defined below) of the Common Stock on the date of exercise exercise. For the purposes of this Section 7 hereof “Fair Market Value” of a share of Common Stock as reasonably determined in good faith by the Company's Board of Directors.a particular date means:

Appears in 1 contract

Samples: International Marketing Agreement (Mosaic Nutraceuticals Corp.)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with Section 4(h)) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Credit Agreement (Salem Communications Corp /De/)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunderhereunder but, but in lieu of such fractional shares shares, the Company Corporation shall make a cash payment therefor based on upon the fair market value basis of the Fair Market Value of the Common Stock on at the date time of exercise as reasonably determined in good faith by the Company's Board of Directorssuch exercise.

Appears in 1 contract

Samples: Credit Agreement (Syncardia Systems Inc)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with SECTION 4(i) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Goldman Sachs Group Lp

Fractional Shares. No fractional shares of Common Stock will be ------------------ issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directors.

Appears in 1 contract

Samples: Medi Ject Corp /Mn/

Fractional Shares. No fractional shares of Common Stock will be ----------------- issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on upon the per share fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Us Search Corp Com

Fractional Shares. No fractional shares of Common Stock will be ----------------- issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directorsoption.

Appears in 1 contract

Samples: Cytation Corp

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company Corporation shall make a cash payment therefor based on upon the fair market value basis of the Common Stock on the date of exercise as reasonably determined Warrant Price then in good faith by the Company's Board of Directorseffect.

Appears in 1 contract

Samples: Coral Systems Inc

Fractional Shares. No fractional shares Shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares Shares the Company shall make a cash payment therefor based on equal to the fair market value excess of the Common Stock on the date average daily closing price of exercise as reasonably determined in good faith by the Company's Board of Directors’s common stock for the twenty (20) business days prior to the exercise date for such fractional shares above the Exercise Price for such fractional Shares.

Appears in 1 contract

Samples: Exchange Agreement (First Mariner Bancorp)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on equal in amount to the fair market value product of the applicable fraction multiplied by the current market price per share of Common Stock on the date of exercise as reasonably determined then in good faith by the Company's Board of Directorseffect.

Appears in 1 contract

Samples: Genaissance Pharmaceuticals Inc

Fractional Shares. No fractional shares of Common Stock will be ----------------- issued in connection with any exercise hereunder, but but, in lieu of such fractional shares shares, the Company shall make a cash payment therefor based on upon the basis of the fair market value of the Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorssuch exercise.

Appears in 1 contract

Samples: Trikon Technologies Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the Common Stock (as determined under Section 2(b) above) on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Bakbone Software Inc

Fractional Shares. No fractional shares of Common Stock will shall be issued in connection with any exercise hereunder, but and in lieu of any such fractional shares the Company shall make a cash payment therefor to the Holder (or such other person or persons as directed by the Holder) based on the fair market value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsthis Warrant.

Appears in 1 contract

Samples: Stock Purchase Agreement (Ramp Corp)

Fractional Shares. No fractional shares of Common Stock will shall be issued in connection with any exercise or cashless exercise hereunder, but and in lieu of any such fractional shares the Company shall make a cash payment therefor to the Holder (or such other person or persons as directed by the Holder, subject to compliance with all applicable laws) based on the fair market value (as determined by the Board in good faith) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board or cashless exercise of Directorsthis Warrant.

Appears in 1 contract

Samples: Roomlinx Inc

Fractional Shares. No fractional shares of Common Stock will be issued ------------------ in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value of the a share of Common Stock on the date of exercise as reasonably determined in good faith by exercise, or round up to the next whole number of shares, at the Company's Board of Directorsoption.

Appears in 1 contract

Samples: Deer Valley Corp

Fractional Shares. No fractional shares Shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares Shares the Company shall make a cash payment therefor based on equal to the fair market value excess of the Common Stock on the date average daily closing price of exercise as reasonably determined in good faith by the Company's Board of Directors’s common stock for the twenty (20) business days prior to the exercise date for such fractional shares above the Exercise Price for such fractional share.

Appears in 1 contract

Samples: Exchange Agreement (First Mariner Bancorp)

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in lieu of such fractional shares the Company shall make a cash payment therefor based on the fair market value (as determined in accordance with SECTION 4(F) above) of the a share of Common Stock on the date of exercise as reasonably determined in good faith by the Company's Board of Directorsexercise.

Appears in 1 contract

Samples: Med Diversified Inc

Fractional Shares. No fractional shares of Common Stock will be issued in connection with any exercise hereunder, but in . In lieu of such fractional shares the Company Corporation shall make a cash payment therefor based on upon the fair market value Fair Market Value (as defined below) of the Common Stock on the date of exercise exercise. For the purposes of this Section 7 hereof “Fair Market Value” of a share of Common Stock as reasonably determined in good faith by the Company's Board of Directors.a particular date means:

Appears in 1 contract

Samples: International Distributor Agreement (Mosaic Nutraceuticals Corp.)

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