Common use of Method of Exercise Payment Clause in Contracts

Method of Exercise Payment. a. Subject to Section 1 hereof, and contingent upon the substantially concurrent occurrence of the Subscription Closing (as defined in the PIPE Subscription Agreement), the purchase right represented by this Warrant shall be exercisable by the Holder hereof immediately prior to the Closing (as such term is defined in the Business Combination Agreement), in whole or in part, by the surrender of this Warrant (with the notice of exercise form attached hereto as EXHIBIT A duly executed (the “Notice of Exercise”) at the principal office of the Company and by the payment to the Company by check or wire transfer to an account designated by the Company of an amount equal to the then applicable Warrant Price multiplied by the number of Shares then being purchased. For the avoidance of doubt, to the extent not previously exercised, contingent upon the substantially concurrent occurrence of the Subscription Closing (as defined in the PIPE Subscription Agreement), this Warrant shall automatically convert into the right to receive Class A common shares of the SPAC (the “SPAC Shares”) pursuant to the merger in accordance with the terms of the Business Combination Agreement. The person in whose name any certificate representing shares of Stock shall be issuable upon exercise of this Warrant shall be deemed to have become the holder of record of, and shall be treated for all purposes as the record holder of, the shares represented thereby (and such shares shall be deemed to have been issued) immediately prior to the close of business on the date or dates upon which this Warrant is exercised. In the event of any exercise of the rights represented by this Warrant, certificates for the shares of Stock so purchased shall be delivered to the Holder hereof as soon as reasonably practicable after such exercise; provided, that, as long as the Company is legally permitted to reflect share issuances in book entry or dematerialized form, the Company may deliver an electronic representation or other evidence of the valid issuance of the Shares as to which this Warrant has been exercised. Unless this Warrant has been fully exercised or expired, a new Warrant representing the portion of the Shares, if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Holder hereof as soon as practicable.

Method of Exercise Payment. a. Subject to Section 1 hereof, and contingent upon the substantially concurrent occurrence of the Subscription Closing (as defined in the PIPE Subscription Agreement), the purchase right represented by this Warrant shall may be exercisable exercised by the Holder hereof immediately prior to the Closing (as such term is defined in the Business Combination Agreement)holder hereof, in whole or in part, at any time, by either, at the election of the holder hereof, (a) the surrender of this Warrant (with the notice of exercise form attached hereto as EXHIBIT Exhibit A duly executed (the “Notice of Exercise”executed) at the principal office of the Company and by the payment to the Company Company, by check or wire transfer to an account designated by the Company Company, of an amount equal to the then applicable Warrant Price multiplied by the number of Shares then being purchased. For the avoidance of doubt, to the extent not previously exercised, contingent upon the substantially concurrent occurrence of the Subscription Closing or (as defined in the PIPE Subscription Agreement), this Warrant shall automatically convert into the right to receive Class A common shares of the SPAC (the “SPAC Shares”b) pursuant to the merger in accordance with the terms provisions of the Business Combination AgreementSection 9 hereof. The person in whose name any certificate representing shares of Stock Series C Preferred shall be issuable upon exercise of this Warrant shall be deemed to have become the holder of record of, and shall be treated for all purposes as the record holder of, the shares represented thereby (and such shares shall be deemed to have been issued) immediately prior to the close of business on the date or dates upon which this Warrant is exercised. In the event of any exercise of the rights represented by this Warrant, certificates for the shares of Stock stock so purchased shall be delivered to the Holder holder hereof as soon as reasonably practicable and in any event within thirty (30) days after such exercise; provided. If such exercise is in part only, that, as long as a notation shall be made on this Warrant indicating the Company is legally permitted to reflect share issuances in book entry or dematerialized form, the Company may deliver an electronic representation or other evidence number of the valid issuance of the Shares shares as to which this the Warrant has been exercised. Unless this Warrant has been fully exercised or expired, a new Warrant representing the portion of the Shares, if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Holder hereof as soon as practicable.

Method of Exercise Payment. a. Subject to Section 1 hereof, and contingent upon the substantially concurrent occurrence of the Subscription Closing (as defined in the PIPE Subscription Agreement), the The purchase right represented by this Warrant shall may be exercisable exercised by the Holder hereof immediately prior to the Closing (as such term is defined in the Business Combination Agreement)Holder, in whole or in partpart and from time to time, at the election of Holder, by (a) the surrender of this Warrant (with the notice of exercise substantially in the form attached hereto as EXHIBIT A Exhibit A-1 duly executed (the “Notice of Exercise”completed and executed) at the principal office of the Company and by the payment to the Company Company, by check certified or bank check, or by wire transfer to an account designated by the Company of an amount equal to the then applicable Warrant Price multiplied by the number of Shares then being purchased. For the avoidance of doubt, to the extent not previously exercised, contingent upon the substantially concurrent occurrence or (b) exercise of the Subscription Closing (as defined “net issuance” right provided for in the PIPE Subscription Agreement), this Warrant shall automatically convert into the right to receive Class A common shares of the SPAC (the “SPAC Shares”Section 1(b) pursuant to the merger in accordance with the terms of the Business Combination Agreementhereof. The person or persons in whose name name(s) any certificate certificate(s) representing shares of Stock the Shares shall be issuable upon exercise of this Warrant shall be deemed to have become the holder holder(s) of record of, and shall be treated for all purposes as the record holder holder(s) of, the shares Shares represented thereby (and such shares Shares shall be deemed to have been issued) immediately prior to the close of business on the date or dates upon which this Warrant is exercised. In the event of any exercise of the rights represented by this Warrant, certificates for the shares of Stock Shares so purchased shall be delivered to the Holder hereof as soon as reasonably practicable after such exercise; providedand, that, as long as the Company is legally permitted to reflect share issuances in book entry or dematerialized formif requested by Holder, the Company may shall cause its transfer agent to deliver an electronic representation the certificate representing Shares issued upon exercise of this Warrant to a broker or other evidence person (as directed by Holder) within the time period required to settle any trade made by Holder after exercise of the valid issuance of the Shares as to which this Warrant has been exercised. Unless this Warrant has been fully exercised or expired, a new Warrant representing the portion of the Shares, if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Holder hereof as soon as practicableWarrant.

Method of Exercise Payment. a. Subject to Section 1 hereof, and contingent upon the substantially concurrent occurrence of the Subscription Closing (as defined in the PIPE Subscription Agreement), the purchase right represented by this Warrant shall may be exercisable exercised by the Holder hereof immediately prior to the Closing (as such term is defined in the Business Combination Agreement)holder hereof, in whole or in part, at any time after the Exercise Date, by either, at the election of the holder hereof, (a) the surrender of this Warrant (with the notice of exercise form attached hereto as EXHIBIT Exhibit A duly executed (the “Notice of Exercise”executed) at the principal office of the Company and by the payment to the Company Company, by check or wire transfer to an account designated by the Company Company, of an amount equal to the then applicable Warrant Exercise Price multiplied by the number of Shares then being purchased. For the avoidance of doubt, to the extent not previously exercised, contingent upon the substantially concurrent occurrence of the Subscription Closing or (as defined in the PIPE Subscription Agreement), this Warrant shall automatically convert into the right to receive Class A common shares of the SPAC (the “SPAC Shares”b) pursuant to the merger in accordance with the terms provisions of the Business Combination AgreementSection 9 hereof. The person in whose name any certificate representing shares of Stock Shares shall be issuable upon exercise of this Warrant shall be deemed to have become the holder of record of, and shall be treated for all purposes as the record holder of, the shares represented thereby (and such shares shall be deemed to have been issued) immediately prior to the close of business on the date or dates upon which this Warrant is exercised. In the event of any exercise of the rights represented by this Warrant, certificates for the shares of Stock stock so purchased shall be delivered to the Holder holder hereof as soon as reasonably practicable and in any event within thirty (30) days after such exercise; provided, that, as long as the Company is legally permitted to reflect share issuances in book entry or dematerialized form, the Company may deliver an electronic representation or other evidence of the valid issuance of the Shares as to which this Warrant has been exercised. Unless this Warrant has been fully exercised or expired, a new Warrant representing the portion of the Shares, if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Holder hereof as soon as practicable.

Method of Exercise Payment. a. Subject to Section 1 hereof, and contingent upon the substantially concurrent occurrence of the Subscription Closing (as defined in the PIPE Subscription Agreement), the purchase right represented by this Warrant shall may be exercisable exercised at any time by the Holder holder hereof immediately prior to the Closing (as such term is defined in the Business Combination Agreement), in whole or in part, at any time prior to the expiration of the term by surrendering to the surrender Company at its principal office of (a) this Warrant Warrant, (with b) the notice of exercise form attached hereto as EXHIBIT A Exhibit A, duly executed (the “Notice of Exercise”) at the principal office of the Company and by the Holder and (c) payment to the Company Company, by check or wire transfer to an account designated by the Company Company, of an amount equal to the then applicable Warrant Price multiplied by the number of Shares subject to this Warrant then being purchased. For purchased from the avoidance of doubt, to the extent not previously exercised, contingent upon the substantially concurrent occurrence of the Subscription Closing (as defined in the PIPE Subscription Agreement), this Warrant shall automatically convert into the right to receive Class A common shares of the SPAC (the “SPAC Shares”) pursuant to the merger in accordance with the terms of the Business Combination AgreementCompany. The person in whose name any certificate representing shares of Common Stock shall be issuable upon exercise of this Warrant shall be deemed to have become the holder of record of, and shall be treated for all purposes as the record holder of, the shares represented thereby (and such shares shall be deemed to have been issued) immediately prior to the close of business on the date or dates upon which this Warrant is exercised. In the event of any exercise of the rights represented by this Warrant, certificates for the shares of Stock stock so purchased shall be delivered by the Company to the Holder holder hereof as soon as reasonably practicable and in any event within thirty (30) days after such exercise; provided, that, as long as the Company is legally permitted to reflect share issuances in book entry or dematerialized form, the Company may deliver an electronic representation or other evidence of the valid issuance of the Shares as to which this Warrant has been exercised. Unless this Warrant has been fully exercised or expired, a new Warrant representing the portion of the Shares, if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Holder hereof as soon as practicable.