Common use of Stock Warrants Clause in Contracts

Stock Warrants. Within thirty (30) days after the mutual execution of this Lease, Tenant shall deliver to Landlord or Landlord's designees (which may be any members, partners, shareholders or affiliates of Landlord or any affiliates of any such members, partners, shareholders or affiliates of Landlord) warrants registered in the name of Landlord or Landlord's designees for the acquisition of an aggregate of two hundred thousand (200,000) shares of Tenant's common stock, which warrants shall be in form and substance mutually approved by Landlord and Tenant prior to Lease execution as being mutually satisfactory to them. The warrants shall have an exercise price per share equal to the greater of (a) the price per share of preferred stock in the most recently completed arm's-length issuance or sale of Tenant's preferred stock as of the date of this Lease or (b) the value per share of Tenant's outstanding preferred stock as determined by Tenant's independent auditors (presently Ernst & Young, LLP) as of the date of this Lease, and shall be exercisable for a period beginning on the date of this Lease and ending on the later to occur of (a) the seventh (7th) anniversary of the date of this Lease or (b) the fifth (5th) anniversary of the closing of the initial public offering of Tenant's common stock. [***] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.

Stock Warrants. Within thirty As an additional inducement for the Executive to begin his employment with the Company, the Company agrees to issue the Executive stock warrants, (30the "Warrants") days after giving the mutual execution Executive the right to purchase two hundred fifty thousand shares (250,000) of common stock $0.001 par value, of the Company (the "Warrant" shares). The exercise price of the Warrant Shares shall be THIRTY-FIVE CENTS ($.35) per share. The Warrants shall be exercisable at any time and from time to time, in whole or in part; provided, however, that warrants may be exercised for no longer than three (3) years from the date of this LeaseAgreement. The warrants shall be exercised by written notice directed to the Company, Tenant accompanied by a check payable to the Company for the Warrant shares being purchased. The Company shall deliver to Landlord or Landlord's designees (which may be any membersmake immediate delivery of such purchased shares, partnersfully paid and non-assessable, shareholders or affiliates of Landlord or any affiliates of any such members, partners, shareholders or affiliates of Landlord) warrants registered in the name of Landlord Executive. The certificates evidencing such shares shall bear the following restrictive legend, unless and until such shares have been registered in accordance with the Securities and Exchange Act of 1933, as amended (the "Act"): THE SHARES OF STOCK REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE "ACT"), OR THE SECURITIES LAWS OF ANY OTHER JURISDICTION, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED, OR OTHERWISE DISPOSED OF IN ANY MANNER UNLESS THEY ARE REGISTERED UNDER SUCH ACT AND THE SECURITIES LAWS OR ANY APPLICABLE JURISDICTIONS OR UNLESS PURSUANT TO ANY EXEMPTION THEREFROM. The Company shall use its best efforts to register the Warrant Shares under the Act at the earlier of such time as it registers shares issuable pursuant to a qualified employee stock option plan or Landlord's designees for such time as it registers shares beneficially owned by or issued to executive officers or directors of the acquisition Company, or after one year, at the written request of an aggregate the Executive. If, and to the extent that the number of two hundred thousand (200,000) shares of Tenant's common stock of the Company shall be increased or reduced by an action other than for value, including but not limited to change of par value, split, reclassification, distribution or a dividend payable in stock, which warrants shall be in form or the like, the number of shares subject to the Warrant and substance mutually approved by Landlord and Tenant prior to Lease execution as being mutually satisfactory to them. The warrants shall have an exercise the warrant price per share equal shall be proportionately adjusted. If the Company is reorganized or consolidated or merged with another corporation, Executive shall be entitled to receive warrants covering shares of such reorganized, consolidated, or merged company in the same proportion, at an equivalent price, and subject to the greater of (a) the price per share of preferred stock in the most recently completed arm's-length issuance or sale of Tenant's preferred stock as same conditions. For purposes of the date of this Lease or (b) preceding sentence, the value per share of Tenant's outstanding preferred stock as determined by Tenant's independent auditors (presently Ernst & Young, LLP) as excess of the date aggregate fair market value of this Leasethe shares subject to the warrant immediately after any such reorganization, consolidation, or merger over the aggregate warrant price of such shares shall not be more than the excess of the aggregate fair market value of all shares subject to the Warrant immediately before such reorganization, consolidation, or merger over the aggregate warrant price of such shares, and shall be exercisable for a period beginning on the date of this Lease and ending on the later to occur of (a) the seventh (7th) anniversary new warrant or assumption of the date old Warrant shall not give Executive additional benefits which he did not have under the old Warrant, or deprive him of this Lease or (b) benefits which he had under the fifth (5th) anniversary old Warrant. Executive shall have no rights as a stockholder with respect to the Warrant Shares until exercise of the closing Warrant and payment of the initial public offering of Tenant's common stock. [***] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONSWarrant Price as herein provided.

Stock Warrants. Within thirty As an inducement for the Executive to begin his employment with the Company, the Company agrees to issue the Executive stock warrants, (30the "Warrants") days after giving the mutual execution Executive the right to purchase two hundred thousand shares (200,000) of common stock $0.001 par value, of the Company (the "Warrant" shares). The exercise price of the Warrant Shares shall be THIRTY-FIVE CENTS ($.35) per share. The Warrants shall be exercisable at any time and from time to time, in whole or in part; provided, however, that warrants may be exercised for no longer than three (3) years from the date of this LeaseAgreement. The warrants shall be exercised by written notice directed to the Company, Tenant accompanied by a check payable to the Company for the Warrant shares being purchased. The Company shall deliver to Landlord or Landlord's designees (which may be any membersmake immediate delivery of such purchased shares, partnersfully paid and non-assessable, shareholders or affiliates of Landlord or any affiliates of any such members, partners, shareholders or affiliates of Landlord) warrants registered in the name of Landlord Executive. The certificates evidencing such shares shall bear the following restrictive legend, unless and until such shares have been registered in accordance with the Securities and Exchange Act of 1933, as amended (the "Act"): THE SHARES OF STOCK REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE "ACT"), OR THE SECURITIES LAWS OF ANY OTHER JURISDICTION, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED, OR OTHERWISE DISPOSED OF IN ANY MANNER UNLESS THEY ARE REGISTERED UNDER SUCH ACT AND THE SECURITIES LAWS OR ANY APPLICABLE JURISDICTIONS OR UNLESS PURSUANT TO ANY EXEMPTION THEREFROM. The Company shall use its best efforts to register the Warrant Shares under the Act at the earlier of such time as it registers shares issuable pursuant to a qualified employee stock option plan or Landlord's designees for such time as it registers shares beneficially owned by or issued to executive officers or directors of the acquisition Company, or after one year, at the written request of an aggregate the Executive. If, and to the extent that the number of two hundred thousand (200,000) shares of Tenant's common stock of the Company shall be increased or reduced by an action other than for value, including but not limited to change of par value, split, reclassification, distribution or a dividend payable in stock, which warrants shall be in form or the like, the number of shares subject to the Warrant and substance mutually approved by Landlord and Tenant prior to Lease execution as being mutually satisfactory to them. The warrants shall have an exercise the warrant price per share equal shall be proportionately adjusted. If The Company is reorganized or consolidated or merged with another corporation, Executive shall be entitled to receive warrants covering shares of such reorganized, consolidated, or merged company in the same proportion, at an equivalent price, and subject to the greater of (a) the price per share of preferred stock in the most recently completed arm's-length issuance or sale of Tenant's preferred stock as same conditions. For purposes of the date of this Lease or (b) preceding sentence, the value per share of Tenant's outstanding preferred stock as determined by Tenant's independent auditors (presently Ernst & Young, LLP) as excess of the date aggregate fair market value of this Leasethe shares subject to the warrant immediately after any such reorganization, consolidation, or merger over the aggregate warrant price of such shares shall not be more than the excess of the aggregate fair market value of all shares subject to the Warrant immediately before such reorganization, consolidation, or merger over the aggregate warrant price of such shares, and shall be exercisable for a period beginning on the date of this Lease and ending on the later to occur of (a) the seventh (7th) anniversary new warrant or assumption of the date old Warrant shall not give Executive additional benefits which he did not have under the old Warrant, or deprive him of this Lease or (b) benefits which he had under the fifth (5th) anniversary old Warrant. Executive shall have no rights as a stockholder with respect to the Warrant Shares until exercise of the closing Warrant and payment of the initial public offering of Tenant's common stock. [***] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONSWarrant Price as herein provided.

Stock Warrants. Within thirty (30) days after the mutual execution of this Lease, Tenant shall deliver to Landlord or Landlord's designees (which may be any members, partners, shareholders or affiliates of Landlord or any affiliates of any such members, partners, shareholders or affiliates of Landlord) warrants registered in the name of Landlord or Landlord's designees for the acquisition of an aggregate of two hundred thousand (200,000) shares of Tenant's common stock, which warrants shall be in form and substance mutually approved by Landlord and Tenant prior to Lease execution as being mutually satisfactory to them. The warrants shall have an exercise price per share equal to the greater of (a) the price per share of preferred stock in the most recently completed arm's-length issuance or sale of Tenant's preferred stock as of the date of this Lease or (b) the value per share of Tenant's outstanding preferred stock as determined by Tenant's independent auditors (presently Ernst & Young, LLP) as of the date of this Lease, and shall be exercisable for a period beginning on the date of this Lease and ending on the later to occur of (a) the seventh (7th) anniversary of the date of this Lease or (b) the fifth (5th) anniversary of the closing of the initial public offering of Tenant's common stock. [***] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONS.

Stock Warrants. Within thirty As an inducement for the Executive to begin his employment with the Company, the Company agrees to issue the Executive stock warrants, (30the "Warrants") days after giving the mutual execution Executive the right to purchase one million shares (1,000,000) of common stock $0.001 par value, of the Company (the "Warrant" shares). The exercise price of the Warrant Shares shall be THIRTY-FIVE CENTS ($.35) per share. The Warrants shall be exercisable at any time and from time to time, in whole or in part; provided, however, that warrants may be exercised for no longer than three (3) years from the date of this LeaseAgreement. The warrants shall be exercised by written notice directed to the Company, Tenant accompanied by a check payable to the Company for the Warrant shares being purchased. The Company shall deliver to Landlord or Landlord's designees (which may be any membersmake immediate delivery of such purchased shares, partnersfully paid and non-assessable, shareholders or affiliates of Landlord or any affiliates of any such members, partners, shareholders or affiliates of Landlord) warrants registered in the name of Landlord Executive. The certificates evidencing such shares shall bear the following restrictive legend, unless and until such shares have been registered in accordance with the Securities and Exchange Act of 1933, as amended (the "Act"): THE SHARES OF STOCK REPRESENTED BY THIS CERTIFICATE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, (THE "ACT"), OR THE SECURITIES LAWS OF ANY OTHER JURISDICTION, AND MAY NOT BE SOLD, TRANSFERRED, PLEDGED, HYPOTHECATED, OR OTHERWISE DISPOSED OF IN ANY MANNER UNLESS THEY ARE REGISTERED UNDER SUCH ACT AND THE SECURITIES LAWS OR ANY APPLICABLE JURISDICTIONS OR UNLESS PURSUANT TO ANY EXEMPTION THEREFROM. The Company shall use its best efforts to register the Warrant Shares under the Act at the earlier of such time as it registers shares issuable pursuant to a qualified employee stock option plan or Landlord's designees for such time as it registers shares beneficially owned by or issued to executive officers or directors of the acquisition Company, or after one year, at the written request of an aggregate the Executive. If, and to the extent that the number of two hundred thousand (200,000) shares of Tenant's common stock of the Company shall be increased or reduced by an action other than for value, including but not limited to change of par value, split, reclassification, distribution or a dividend payable in stock, which warrants shall be in form or the like, the number of shares subject to the Warrant and substance mutually approved by Landlord and Tenant prior to Lease execution as being mutually satisfactory to them. The warrants shall have an exercise the warrant price per share equal shall be proportionately adjusted. If The Company is reorganized or consolidated or merged with another corporation, Executive shall be entitled to receive warrants covering shares of such reorganized, consolidated, or merged company in the same proportion, at an equivalent price, and subject to the greater of (a) the price per share of preferred stock in the most recently completed arm's-length issuance or sale of Tenant's preferred stock as same conditions. For purposes of the date of this Lease or (b) preceding sentence, the value per share of Tenant's outstanding preferred stock as determined by Tenant's independent auditors (presently Ernst & Young, LLP) as excess of the date aggregate fair market value of this Leasethe shares subject to the warrant immediately after any such reorganization, consolidation, or merger over the aggregate warrant price of such shares shall not be more than the excess of the aggregate fair market value of all shares subject to the Warrant immediately before such reorganization, consolidation, or merger over the aggregate warrant price of such shares, and shall be exercisable for a period beginning on the date of this Lease and ending on the later to occur of (a) the seventh (7th) anniversary new warrant or assumption of the date old Warrant shall not give Executive additional benefits which he did not have under the old Warrant, or deprive him of this Lease or (b) benefits which he had under the fifth (5th) anniversary old Warrant. Executive shall have no rights as a stockholder with respect to the Warrant Shares until exercise of the closing Warrant and payment of the initial public offering of Tenant's common stock. [***] CERTAIN INFORMATION IN THIS EXHIBIT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THE OMITTED PORTIONSWarrant Price as herein provided.