Common use of Instructions for Exercise of Warrants Clause in Contracts

Instructions for Exercise of Warrants. To exercise any Warrants evidenced hereby for Warrant Securities (as hereinafter defined), the Holder must pay, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], the Warrant Price in full for Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Attn: , which payment must specify the name of the Holder and the number of Warrants exercised by such Holder. In addition, the Holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth above. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. (To be executed upon exercise of Warrants) The undersigned hereby irrevocably elects to exercise Warrants, evidenced by this Warrant Certificate, to purchase shares of the [title of Warrant Securities] (the “Warrant Securities”), of SUNSHINE HEART, INC. and represents that the undersigned has tendered payment for such Warrant Securities, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], to the order of Sunshine Heart, Inc., c/o [insert name and address of Warrant Agent], in the amount of $ in accordance with the terms hereof. The undersigned requests that said Warrant Securities be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing the Warrants for the number of Warrant Securities remaining unexercised be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: Name: (Please Print) Address: (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange) This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Securities remaining unexercised — complete as appropriate.] ASSIGNMENT [Form of assignment to be executed if Warrant Holder desires to transfer Warrant] FOR VALUE RECEIVED, hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert Social Security or other identifying number) the right represented by the within Warrant to purchase shares of [Title of Warrant Securities] of Sunshine Heart, Inc. to which the within Warrant relates and appoints attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: Signature (Signature must conform in all respects to name of holder as specified on the face of the Warrant)

Appears in 1 contract

Samples: Preferred Stock Warrant Agreement (Sunshine Heart, Inc.)

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Instructions for Exercise of Warrants. To exercise any the Warrants evidenced hereby for Warrant Securities (as hereinafter defined)hereby, the Holder holder must paypay the Warrant Price in full for warrants exercised, at the holder's option, in lawful money of the United States of America, [America in cash or by certified check or official bank check in New York Clearing House funds] [or by bank wire transfer transfer, in each case in immediately available funds], the . The Warrant Price in full for Warrants exercised, shall be paid to [Warrant Agent] [address of Warrant Agent], Attn: First Union National Bank, which payment must specify the name of the Holder holder and the number of Warrants exercised by such Holderholder. In addition, the Holder holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth abovebelow. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. SUBSCRIPTION FORM (To be executed upon exercise Be Executed Upon Exercise of WarrantsWarrant) The undersigned hereby irrevocably elects to exercise ___________ Warrants, evidenced by this Warrant Certificate, to purchase __________ shares of the [title of Warrant Securities] Common Stock (the “Warrant Securities”)"Common Stock") of Richfood Holdings, of SUNSHINE HEART, INC. Inc. and represents that the undersigned he has tendered payment of the Warrant Price for such Warrant Securities, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], Common stock to the order of Sunshine Heart, Inc., c/o [insert name and address of Warrant Agent]First Union National Bank, in the amount of $ _______________ in accordance with the terms hereof. The undersigned requests that said Warrant Securities such Common Stock be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing representing the remaining Warrants for the number of Warrant Securities remaining unexercised evidenced hereby be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: :______________________________ Name: (Please Print) Address: ____________________________ ___________________________________ Address _______________________ (Insert Social Security or Other other _______________________ Identifying Number of Holder) _______________________ _______________________ Signature Guaranteed Guarantee Signature_______________________ (Signature must conform in all respects to ___________________________________ name of holder as specified on face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchanges) The Warrants evidenced hereby may be exercised at the following addresses: By hand at: First Union National Bank, Corporate Trust Department 0000 Xxxx X. X. Xxxxxx Boulevard, 3C3 Charlotte, North Carolina 28288-1153 By mail at: First Union National Bank, Corporate Trust Department 0000 Xxxx X. X. Xxxxxx Boulevard, 3C3 Charlotte, North Carolina 28288-1153 ASSIGNMENT FORM FOR VALUE RECEIVED_________________________________ hereby sells, assigns and transfers unto ------------------------------ (Please print name) ------------------------------ (Address) ------------------------------ (City, including zip code) ------------------------------ (Please insert social security or other identifying number) the Warrants represented by the within Warrant Certificate and does hereby irrevocably constitute and appoint _______________ Attorney, to transfer said Warrant Certificate on the books of the Warrant Agent with full power of substitution in the premises. Dated: ----------------------------- (Signature) (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange) This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Securities remaining unexercised — complete as appropriate.] ASSIGNMENT [Form of assignment to be executed if Warrant Holder desires to transfer Warrant] FOR VALUE RECEIVED, hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert Social Security or other identifying number) the right represented by the within Warrant to purchase shares of [Title of Warrant Securities] of Sunshine Heart, Inc. to which the within Warrant relates and appoints attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: Exchanges Signature (Signature must conform in all respects to name of holder as specified on the face of the Warrant)Guarantee

Appears in 1 contract

Samples: Warrant Agreement (Richfood Holdings Inc)

Instructions for Exercise of Warrants. To exercise any Warrants evidenced hereby for Warrant Securities (as hereinafter defined), the Holder must pay, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], the Warrant Price in full for Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Attn: , which payment must specify the name of the Holder and the number of Warrants exercised by such Holder. In addition, the Holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth above. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. (To be executed upon exercise of Warrants) The undersigned hereby irrevocably elects to exercise Warrants, evidenced by this Warrant Certificate, to purchase shares of the [title of Warrant Securities] Common Stock, par value $0.0001 per share (the “Warrant Securities”), of SUNSHINE HEART, INC. and represents that the undersigned has tendered payment for such Warrant Securities, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], to the order of Sunshine Heart, Inc., c/o [insert name and address of Warrant Agent], in the amount of $ in accordance with the terms hereof. The undersigned requests that said Warrant Securities be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing the Warrants for the number of Warrant Securities remaining unexercised be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: Name: (Please Print) Address: Signature Guaranteed (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange) This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Securities remaining unexercised — complete as appropriate.] ASSIGNMENT [Form of assignment to be executed if Warrant Holder desires to transfer Warrant] FOR VALUE RECEIVED, hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert Social Security or other identifying number) the right represented by the within Warrant to purchase shares of [Title of Warrant Securities] of Sunshine Heart, Inc. to which the within Warrant relates and appoints attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: Signature (Signature must conform in all respects to name of holder as specified on the face of the Warrant)

Appears in 1 contract

Samples: Common Stock Warrant Agreement (Sunshine Heart, Inc.)

Instructions for Exercise of Warrants. To exercise any Warrants evidenced hereby for Warrant Securities (as hereinafter defined), the Holder must pay, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], the Warrant Price in full for Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Attn: , which payment must specify the name of the Holder and the number of Warrants exercised by such Holder. In addition, the Holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth above. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. (To be executed upon exercise of Warrants) The undersigned hereby irrevocably elects to exercise Warrants, evidenced by this Warrant Certificate, to purchase shares of the [title of Warrant Securities] Common Stock, par value $0.0001 per share (the “Warrant Securities”), of SUNSHINE HEART, INC. and represents that the undersigned has tendered payment for such Warrant Securities, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], to the order of Sunshine Heart, Inc., c/o [insert name and address of Warrant Agent], in the amount of $ in accordance with the terms hereof. The undersigned requests that said Warrant Securities be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing the Warrants for the number of Warrant Securities remaining unexercised be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: Name: (Please Print) Address: (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange) This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Securities remaining unexercised — complete as appropriate.] ASSIGNMENT [Form of assignment to be executed if Warrant Holder desires to transfer Warrant] FOR VALUE RECEIVED, hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert Social Security or other zip code) identifying number) the right represented by the within Warrant to purchase shares of [Title of Warrant Securities] of Sunshine Heart, Inc. to which the within Warrant relates and appoints attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: Signature (Signature must conform in all respects to name of holder as specified on the face of the Warrant)

Appears in 1 contract

Samples: Common Stock Warrant Agreement (Sunshine Heart, Inc.)

Instructions for Exercise of Warrants. To exercise any Warrants evidenced hereby for Warrant Debt Securities (as hereinafter defined), the Holder must pay, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], the Warrant Price in full for Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Attn: , which payment must specify the name of the Holder and the number of Warrants exercised by such Holder. In addition, the Holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth above. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. (To be executed upon exercise of Warrants) The undersigned hereby irrevocably elects to exercise Warrants, evidenced represented by this Warrant Certificate, to purchase shares $ principal amount of the [title Title of Warrant Debt Securities] (the “Warrant Debt Securities”), of SUNSHINE HEART, INC. and represents that the undersigned has tendered payment for such Warrant Debt Securities, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], to the order of Sunshine Heart, Inc., c/o [insert name and address of Warrant Agent], in the amount of $ in accordance with the terms hereof. The undersigned requests that said principal amount of Warrant Debt Securities be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing the Warrants for the number aggregate principal amount of Warrant Debt Securities remaining unexercised be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: Name: (Please Print) Address: (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange) This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Debt Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Debt Securities remaining unexercised — complete as appropriate.] ASSIGNMENT [Form of assignment to be executed if Warrant Holder desires to transfer Warrant] FOR VALUE RECEIVED, hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert Social Security or other zip code) identifying number) the right represented by the within Warrant to purchase shares $ aggregate principal amount of [Title of Warrant Debt Securities] of Sunshine Heart, Inc. to which the within Warrant relates and appoints attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: Signature (Signature must conform in all respects to name of holder as specified on the face of the this Warrant)

Appears in 1 contract

Samples: Debt Securities Warrant Agreement (Sunshine Heart, Inc.)

Instructions for Exercise of Warrants. To exercise any Warrants evidenced hereby for Warrant Securities (as hereinafter defined)hereby, the Holder of this Warrant Certificate must pay, in lawful money of the United States of America, pay [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], the Warrant Price in full for each of the Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Corporate Trust Department, , Attn: , which payment must should specify the name of the Holder of this Warrant Certificate and the number of Warrants exercised by such Holder. In addition, the Holder must of this Warrant Certificate should complete the information required below and present in person or mail by registered mail this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address addresses set forth abovebelow. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. FORM OF EXERCISE (To be executed upon exercise of Warrants.) The undersigned hereby irrevocably elects to exercise Warrants, evidenced represented by this Warrant Certificate, to purchase shares $ principal amount of the [title Title of [Warrant Debt Securities] (the “Warrant Debt Securities”), ) of SUNSHINE HEART, INC. UnitedHealth Group Incorporated and represents that the undersigned he has tendered payment for such Warrant Securities, in lawful money of the United States of America, Debt Securities [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], ] to the order of Sunshine Heart, Inc.UnitedHealth Group Incorporated, c/o [insert name and address of Warrant Agent], in the amount of $ in accordance with the terms hereof. The undersigned requests that said principal amount of Warrant Debt Securities be in fully registered form form, in the authorized denominations, registered in such names and delivered delivered, all as specified in accordance with the instructions set forth below. If the number said principal amount of Warrants exercised Warrant Debt Securities is less than all of the Warrants evidenced herebyWarrant Debt Securities purchasable hereunder, the undersigned requests that a new Warrant Certificate evidencing representing the remaining balance of the Warrants for the number of Warrant Securities remaining unexercised evidenced hereby be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: Name: Name (Please Print) Address: (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature [If registered Warrant—(Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange.)] This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Debt Securities and/or Warrant Certificates — complete as appropriate.] [If Registered Warrant- FORM OF ASSIGNMENT] (TO BE EXECUTED TO TRANSFER) THE WARRANT CERTIFICATE) FOR VALUE RECEIVED hereby sells, assigns and transfers unto Please insert social security or other identifying number (Please print name and address including zip code) the right represented by the within Warrant Certificate and does hereby irrevocably constitute and appoint , Attorney, to transfer said Warrant Certificate on the books of the Warrant Agent with full power of substitution. Dated: Signature (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange) This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Securities remaining unexercised — complete as appropriate.] ASSIGNMENT [Form of assignment to be executed if Warrant Holder desires to transfer Warrant] FOR VALUE RECEIVED, hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert Social Security or other identifying number) the right represented by the within Warrant to purchase shares of [Title of Warrant Securities] of Sunshine Heart, Inc. to which the within Warrant relates and appoints attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: Signature (Signature must conform in all respects to name of holder as specified on the face of the Warrant)Guaranteed:

Appears in 1 contract

Samples: Debt Securities Warrant Agreement (Unitedhealth Group Inc)

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Instructions for Exercise of Warrants. To exercise any the Warrants evidenced hereby for Warrant Securities (as hereinafter defined)hereby, the Holder must pay, [in lawful money of the United States of America, dollars] [in cash or by certified check or official bank check or by bank wire transfer, in New York Clearing House fundseach case] [by bank wire transfer in immediately available funds], the Warrant Price in full for Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Attn: ____________, which payment must specify the name of the Holder and the number of Warrants exercised by such Holder. In addition, the Holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth above. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. (To be executed upon exercise of Warrants) TO BE EXECUTED UPON EXERCISE OF WARRANTS The undersigned hereby irrevocably elects to exercise _____________________ Warrants, evidenced by this Warrant Certificate, to purchase _______ shares of the [title Title of Warrant Securities] (the "Warrant Securities”)") of Allied Waste Industries, of SUNSHINE HEART, INC. Inc. and represents that the undersigned he or she has tendered payment for such Warrant Securities, Securities [in lawful money of the United States of America, Dollars] [in cash or by certified check or official bank check or by bank wire transfer, in New York Clearing House funds] [by each case][by bank wire transfer in immediately available funds], ] to the order of Sunshine HeartAllied Waste Industries, Inc., c/o [insert name and address of Warrant Agent], in the amount of $ _________ in accordance with the terms hereof. The undersigned requests that said principle amount of Warrant Securities be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing representing the remaining Warrants for the number of Warrant Securities remaining unexercised evidenced hereby be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: Name: Dated Name ------------------------------- ----------------------------------- (Please Print) Address: Address ------------------------------------- -------------------------------- (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature (------------------------------ ------------------------------------- [FOR REGISTERED WARRANTS--Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker memberbroker of the New York, Midwest or Pacific Stock Exchange) ] This Warrant may be exercised at the following addresses: By hand at ----------------------------- By mail hand at ----------------------------- [Instructions as to form and delivery of Warrant Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Securities remaining unexercised Warrants--complete as appropriate.] ASSIGNMENT [(Form of assignment to be executed if Warrant Holder desires to transfer Warrant] ) FOR VALUE RECEIVED, _________________ hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert unto ___________________________________________________________________ Print or Type Name ___________________________________________________________________ Street Address ___________________________________________________________________ City State Zip Code Social Security or other identifying number) Identifying Number __________________________ the right represented by the within Warrant to purchase shares ____________ Shares of [Title of Warrant SecuritiesCommon Stock/Preferred Stock] [($.01 par value)] of Sunshine HeartAllied Waste Industries, Inc. to which the within Warrant relates and appoints __________ attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: ------------------------------ ---------------------------------------- Signature (Signature must conform in all respects to name of holder as specified on the face of the Warrant) Signature Guaranteed ------------------------------------- QuickLinks TABLE OF CONTENTS [COMMON/PREFERRED STOCK] [DEPOSITARY SHARE] WARRANT AGREEMENT Exhibit A ASSIGNMENT (Form of assignment to be executed if Warrant Holder desires to transfer Warrant)

Appears in 1 contract

Samples: Warrant Agreement (Allied Waste North America Inc/De/)

Instructions for Exercise of Warrants. To exercise any Warrants evidenced hereby for Warrant Debt Securities (as hereinafter defined), the Holder must pay, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], the Warrant Price in full for Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Attn: , which payment must specify the name of the Holder and the number of Warrants exercised by such Holder. In addition, the Holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth above. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. (To be executed upon exercise of Warrants) The undersigned hereby irrevocably elects to exercise Warrants, evidenced represented by this Warrant Certificate, to purchase shares $ principal amount of the [title Title of Warrant Debt Securities] (the “Warrant Debt Securities”), of SUNSHINE HEART, INC. and represents that the undersigned has tendered payment for such Warrant Debt Securities, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], to the order of Sunshine Heart, Inc., c/o [insert name and address of Warrant Agent], in the amount of $ in accordance with the terms hereof. The undersigned requests that said principal amount of Warrant Debt Securities be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing the Warrants for the number aggregate principal amount of Warrant Debt Securities remaining unexercised be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: Name: (Please Print) Address: (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange) This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Debt Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Debt Securities remaining unexercised — complete as appropriate.] ASSIGNMENT [Form of assignment to be executed if Warrant Holder desires to transfer Warrant] FOR VALUE RECEIVED, hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert Social Security or other identifying number) the right represented by the within Warrant to purchase shares $ aggregate principal amount of [Title of Warrant Debt Securities] of Sunshine Heart, Inc. to which the within Warrant relates and appoints attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: Signature (Signature must conform in all respects to name of holder as specified on the face of the Warrant)

Appears in 1 contract

Samples: Debt Securities Warrant Agreement (Sunshine Heart, Inc.)

Instructions for Exercise of Warrants. To exercise any Warrants evidenced hereby for Warrant Securities (as hereinafter defined), the Holder must pay, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], the Warrant Price in full for Warrants exercised, to [Warrant Agent] [address of Warrant Agent], Attn: , which payment must specify the name of the Holder and the number of Warrants exercised by such Holder. In addition, the Holder must complete the information required below and present this Warrant Certificate in person or by mail (certified or registered mail is recommended) to the Warrant Agent at the appropriate address set forth above. This Warrant Certificate, completed and duly executed, must be received by the Warrant Agent within five business days of the payment. (To be executed upon exercise of Warrants) The undersigned hereby irrevocably elects to exercise Warrants, evidenced by this Warrant Certificate, to purchase shares of the [title of Warrant Securities] (the “Warrant Securities”), of SUNSHINE HEART, INC. and represents that the undersigned has tendered payment for such Warrant Securities, in lawful money of the United States of America, [in cash or by certified check or official bank check in New York Clearing House funds] [by bank wire transfer in immediately available funds], to the order of Sunshine Heart, Inc., c/o [insert name and address of Warrant Agent], in the amount of $ in accordance with the terms hereof. The undersigned requests that said Warrant Securities be in fully registered form in the authorized denominations, registered in such names and delivered all as specified in accordance with the instructions set forth below. If the number of Warrants exercised is less than all of the Warrants evidenced hereby, the undersigned requests that a new Warrant Certificate evidencing the Warrants for the number of Warrant Securities remaining unexercised be issued and delivered to the undersigned unless otherwise specified in the instructions below. Dated: Name: (Please Print) Address: (Insert Social Security or Other Identifying Number of Holder) Signature Guaranteed Signature (Signature must conform in all respects to name of holder as specified on the face of this Warrant Certificate and must bear a signature guarantee by a bank, trust company or member broker of the New York, Midwest or Pacific Stock Exchange) This Warrant may be exercised at the following addresses: By hand at By mail at [Instructions as to form and delivery of Warrant Securities and, if applicable, Warrant Certificates evidencing Warrants for the number of Warrant Securities remaining unexercised — complete as appropriate.] ASSIGNMENT [Form of assignment to be executed if Warrant Holder desires to transfer Warrant] FOR VALUE RECEIVED, hereby sells, assigns and transfers unto: (Please print name and address including zip code) (Please insert Social Security or other identifying number) the right represented by the within Warrant to purchase shares of [Title of Warrant Securities] of Sunshine Heart, Inc. to which the within Warrant relates and appoints attorney to transfer such right on the books of the Warrant Agent with full power of substitution in the premises. Dated: Signature (Signature must conform in all respects to name of holder as specified on the face of the Warrant)) Signature Guaranteed

Appears in 1 contract

Samples: Preferred Stock Warrant Agreement (Sunshine Heart, Inc.)

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