Book Entry Warrants definition

Book Entry Warrants means Warrants that are to be held only by or on behalf of the Depository;

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Book Entry Warrants has the meaning set forth in Section 3.1(c) hereof.

Book Entry Warrants on the records of the Depositary to an account of the Warrant Agent at the Depositary designated for such purposes in writing by the Warrant Agent to the Depositary from time to time, (ii) an election to purchase (“Election to Purchase”) Class A Shares pursuant to the exercise of a Warrant, properly completed and executed by the Registered Holder on the reverse of the Definitive Warrant Certificate or, in the case of a Book-Entry Warrant Certificate, properly delivered by the Participant in accordance with the Depositary’s procedures, and (iii) payment in full of the Warrant Price for each Class A Share as to which the Warrant is exercised and any and all applicable taxes due in connection with the exercise of the Warrant, the exchange of the Warrant for the Class A Shares and the issuance of such Class A Shares, as follows:

Examples of Book Entry Warrants in a sentence

• Upon compliance with such requirements, the Warrant Agent shall issue to the transferee a Warrant Certificate, or the Warrant Agent shall Authenticate and deliver a Warrant Certificate upon request that part of the CDS Global Warrant be certificated, and Warrants that are held as Book Entry Warrants shall be transferred and recorded through the relevant Book Entry Participant in accordance with the book entry registration system as the entitlement holder in respect of such Warrants.

• The Holders, by their acceptance of the Book- Entry Warrants, expressly waive their right to receive any fraction of a Common Unit or a unit certificate representing a fraction of a Common Unit if such amount of cash is paid in lieu thereof.

• Except as provided in this Section 2.6, owners of beneficial interests in any CDS Global Warrants shall not be entitled to have Warrants registered in their names and shall not receive or be entitled to receive Warrants in definitive form or to have their names appear in the register referred to in Section 2.9 herein while they are held as Book Entry Warrants with the Depository.

• If the Company intends to redeem Book Entry Warrants that are listed on the Warrant Agent’s records, the Company shall notify such Warrant Holder of such intent to Redeem their Warrant and send appropriate documentation effecting such action needed directly to Warrant Agent as Warrant Agent determines necessary.

• Each Warrant (including the Book Entry Warrants and each Global Warrant Certificate) shall be, and shall remain, subject to the provisions of this Warrant Agreement until such time as all of the Warrants evidenced thereby shall have been duly exercised or shall have expired or been canceled in accordance with the terms hereof.

More Definitions of Book Entry Warrants

Book Entry Warrants means Warrants issued by book-entry registration on the Warrant Register, evidenced by the Warrant Statements.

Book Entry Warrants means Warrants issued by book-entry registration in the books and records of the Warrant Agent.

Book Entry Warrants has the meaning assigned to such term in Section 2.1.

Book Entry Warrants shall have the meaning ascribed to such term in Section 3 hereof.

Book Entry Warrants and shall be evidenced by statements issued by the Warrant Agent from time to time to the registered holder of book-entry Warrants reflecting such book-entry position (the “Warrant Statement”). Each Warrant evidenced thereby entitles the holder, upon proper exercise and payment of the applicable Exercise Price, to receive from the Company, as adjusted as provided herein, one share of Common Stock at the Exercise Price. The shares of Common Stock or (as provided pursuant to Section 13 or Section 14 hereof) other shares of capital stock deliverable upon proper exercise of the Warrants are referred to herein as the “Warrant Shares.” The words “holders” or “holder,” as used herein in respect of any Warrants or Warrant Shares, shall mean the beneficial holder or beneficial holders of Global Warrant Certificates and the registered holder or registered holders of Book-Entry Warrants. The maximum number of shares of Common Stock issuable pursuant to this Warrant Agreement shall be 3,582,402 shares, as such amount is adjusted from time to time pursuant to Section 13 or Section 14 hereof.

Book Entry Warrants has the meaning set forth in Section 1.6(j).

Book Entry Warrants shown on the records of the Depository to an account of the Warrant Agent at the Depository designated for such purpose in writing by the Warrant Agent to the Depository from time to time, and (B) an election to purchase the Warrant Shares underlying the Warrants to be exercised, in the form attached to the Class A Warrant Certificate (an “Election to Purchase”), properly completed and executed by the Holder on the reverse of the Class A Warrant Certificate or, in the case of a Book-Entry Warrant Certificate, properly delivered by the Participant in accordance with the Depository’s procedures, and (ii) unless cashless exercise is permitted under the Class A Warrant Certificate, to the Company, the Exercise Price for each Warrant to be exercised in lawful money of the United States of America by certified or official bank check or by bank wire transfer in immediately available funds, in each case, payable to the order of the Company. If any of (i) the Class A Warrant Certificate or the Book-Entry Warrants, (ii) the Election to Purchase, or (iii) the Exercise Price therefor, is received by the Warrant Agent or the Company, as the case may be, after 5:00 P.M., New York City time, on the specified Exercise Date, the Warrants will be deemed to be received and exercised on the Business Day next succeeding the Exercise Date. If the date specified as the Exercise Date is not a Business Day, the Warrants will be deemed to be received and exercised on the next succeeding day that is a Business Day. If the Warrants are received or deemed to be received after the Expiration Date, the exercise thereof will be null and void and any funds delivered to the Company will be returned to the Holder. In no event will interest accrue on funds deposited with the Company in respect of an exercise or attempted exercise of Warrants. The validity of any exercise of Warrants shall be determined by the Company, in its sole discretion, and such determination shall be final and binding upon the Holder and the Warrant Agent. Neither the Company nor the Warrant Agent shall have any obligation to inform a Holder of the invalidity of any exercise of any Warrants.