Common use of Treatment of Warrant at Acquisition Clause in Contracts

Treatment of Warrant at Acquisition. A) In the event of an Acquisition in which the consideration to be received by the Company’s stockholders consists solely of cash, solely of Marketable Securities or a combination of cash and Marketable Securities, either: (i) Holder shall exercise its conversion or purchase right under this Warrant and such exercise will be deemed effective immediately prior to and contingent upon the consummation of such Acquisition, or (ii) if Holder does not exercise the Warrant, this Warrant will expire immediately prior to the consummation of such Acquisition. The Company shall provide Holder with written notice relating to the foregoing (together with such reasonable information as Holder may reasonably require regarding the treatment of this Warrant in connection with such contemplated Acquisition giving rise to such notice), which is to be delivered to Holder not less than ten (10) days prior to the closing of the proposed Acquisition. In the event the Company does not provide such notice, then if, upon the Acquisition, the fair market value of one Share (or other security issuable upon the exercise hereof) as determined in accordance with Section 1.3 above would be greater than the Warrant Price in effect on such date, then this Warrant shall automatically be deemed on and as of such date to be exercised and converted pursuant to Section 1.2 above as to all Shares (or such other securities) for which it shall not previously have been exercised or converted, and the Company shall promptly notify the Holder of the number of Shares (or such other securities) issued upon such automatic exercise and conversion to the Holder and Holder shall be deemed to have restated each of the representations and warranties in Article 4 of the Warrant as the date thereof.

Treatment of Warrant at Acquisition. (A) In Upon the written request of the Company, Holder agrees that, in the event of an Acquisition in which the sole consideration to be received by the Company’s stockholders consists solely of is cash, solely of Marketable Securities or a combination of cash and Marketable Securities, either: either (i1) Holder shall exercise its conversion or purchase right under this Warrant concurrent with or immediately prior to such Acquisition and such exercise will be deemed effective immediately prior to and contingent upon the consummation of such Acquisition, or (ii2) if Holder does elects not to exercise the Warrant, this Warrant will expire immediately prior to upon the consummation of such Acquisition. The Company shall provide the Holder with written notice of its request relating to the foregoing (together with such reasonable information as the Holder may reasonably require regarding the treatment of this Warrant request in connection with such contemplated Acquisition giving rise to such notice), which is to be delivered to Holder not less than ten (10) days prior to the closing of the proposed Acquisition. In the event that, on the Company does not provide such notice, then if, upon date of the Acquisition, Acquisition described in this Section 2(f)(ii)(A) the fair market value Fair Market Value of one Share (or other security issuable upon the exercise hereof) as determined in accordance with Section 1.3 2(c) above would be is greater than the Warrant Exercise Price in effect on such date, then this Warrant shall automatically be deemed on and as of such date to be exercised and converted pursuant to Section 1.2 2(b) above as to all Shares (or such other securities) for which it shall not previously have been exercised or converted, and the Company shall promptly notify deliver a certificate representing the Holder of the number of Shares (or such other securities) issued upon such automatic exercise and conversion to the Holder and Holder shall be deemed to have restated each of the representations and warranties in Article 4 of the Warrant as the date thereofHolder.

Treatment of Warrant at Acquisition. (A) In Holder agrees that, in the event of an Acquisition in which the sole consideration to be received by the Company’s stockholders consists solely of is cash, solely of Marketable Securities or a combination of cash and Marketable Securities, either: either (i1) Holder shall exercise its conversion or purchase right under this Warrant and such exercise will be deemed effective immediately prior to and contingent upon the consummation of such Acquisition, or (ii2) if Holder does elects not to exercise the this Warrant, this Warrant will expire immediately prior to upon the consummation of such Acquisition. The Company shall provide the Holder with written notice of its request relating to the foregoing (together with such reasonable information as the Holder may reasonably require regarding the treatment of this Warrant request in connection with such contemplated Acquisition giving rise to such notice), which is to be delivered to Holder not less than ten (10) days prior to the closing of the proposed Acquisition. In the event that, on the Company does not provide such notice, then if, upon date of the Acquisition, Acquisition described in this Section 2(f)(ii)(A) the fair market value Fair Market Value of one Share (or other security issuable upon the exercise hereof) as determined in accordance with Section 1.3 2( c) above would be is greater than the Warrant Exercise Price in effect on such date, then this Warrant shall automatically be deemed on and as of such date to be exercised and converted pursuant to Section 1.2 2(b) above as to all Shares (or such other securities) for which it shall not previously have been exercised or converted, and the Company shall promptly notify deliver a certificate representing the Holder of the number of Shares (or such other securities) issued upon such automatic exercise and conversion to the Holder and Holder shall be deemed to have restated each of the representations and warranties in Article 4 of the Warrant as the date thereofHolder.

Treatment of Warrant at Acquisition. A) In Upon the written request of the Company, Holder agrees that, in the event of an Acquisition that is not an asset sale and in which the consideration to be received by the Company’s stockholders consists solely of is cash, solely of Marketable Securities (as defined below), or a combination of cash and Marketable Securitiesthereof, either: either (ia) Holder shall exercise its conversion or purchase right under this Warrant and such exercise will be deemed effective immediately prior to and contingent upon the consummation of such Acquisition, Acquisition or (iib) if Holder does elects not to exercise the Warrant, this Warrant will expire immediately prior to upon the consummation of such Acquisition. The Company shall provide the Holder with written notice of its request relating to the foregoing (together with such reasonable information as the Holder may reasonably require regarding the treatment of this Warrant request in connection with such contemplated [ * ] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION PURSUANT TO RULE 24B-2 OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED. Acquisition giving rise to such notice), which is to be delivered to Holder not less than ten (10) [ * ] days prior to the closing of the proposed Acquisition. In the event the Company does not provide such notice, then if, upon the Acquisition, the fair market value of one Share (or other security issuable upon the exercise hereof) as determined in accordance with Section 1.3 above would be greater than the Warrant Price in effect on such date, then this Warrant shall automatically be deemed on and as of such date to be exercised and converted pursuant to Section 1.2 above as to all Shares (or such other securities) for which it shall not previously have been exercised or converted, and the Company shall promptly notify the Holder of the number of Shares (or such other securities) issued upon such automatic exercise and conversion to the Holder and Holder shall be deemed to have restated each of the representations and warranties in Article 4 of the Warrant as the date thereof.