Common use of Warrant Term Clause in Contracts

Warrant Term. 2.1 The warrants issued hereunder shall be exercisable as follows: (a) from April 30, 2005 until 4:30 p.m. (Montreal time) on October 31, 2005 (the “1st Vesting Period”), warrants may be exercised by COM Canada; (b) from April 30, 2005 until 4:30 p.m. (Montreal time) on October 31, 2006 (the “2nd Vesting Period”), warrants may be exercised by COM Canada; and (c) from December 31, 2005 until 4:30 p.m. (Montreal time) on April 30, 2008 (the “3rd Vesting Period”), warrants may be exercised by COM Canada. (the 1st Vesting Period, the 2nd Vesting Period and the 3rd Vesting Period being hereinafter collectively referred to as the “Vesting Period”). 2.2 During the applicable Vesting Period, COM Canada may, from time to time in minimum installments of at least 250,000 warrants per installment, exercise up to the aggregate number of warrants that have vested during such Vesting Period by giving notice in writing to Microcell in accordance with Section 3.1 hereof. 2.3 Notwithstanding any other provision of this Agreement (but in addition to the provisions hereof at Article IV dealing with Fundamental Transactions), in the event (i) a Fundamental Transaction occurs, or in the event an offer to purchase the Class B Shares or any part thereof shall be made to all holders of Class B Shares, or if a transaction or series of transactions occur in which a person or group of persons (acting jointly or otherwise in concert), and in either case other than COM Canada, acquires beneficial ownership of more than 50% of the aggregate voting power and more than 30% of the issued and outstanding equity securities of Microcell, and (ii) COM Canada does not consent in writing to such transaction, Microcell shall provide prompt written notice thereof to COM Canada and COM Canada shall have the right to immediately exercise all vested and unvested warrants (which, for greater certainty, shall not include any warrants that had already lapsed pursuant to Section 2.4 or otherwise of this Agreement) by giving written notice thereof to Microcell; provided however that (A) any such notice of exercise shall only become effective in the event that such transaction is then consummated, and (B) in the event that such transaction is not consummated, then such notice shall be deemed never to have been given and the warrants shall continue in effect, unamended hereby. 2.4 At the expiry of each Vesting Period, the warrants that had vested during such Vesting Period but that had not been exercised by COM Canada shall lapse, have no value and shall no longer be exercisable.