Common use of Procedure for Exercise Clause in Contracts

Procedure for Exercise. The Holder of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice. The stock certificate or certificates so delivered shall be in such denominations as may be specified in such notice and shall be registered in the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the Corporaxxxx, or by wire transfer.

Appears in 8 contracts

Samples: Tradestar Services, Inc., Tradestar Services, Inc., Tradestar Services, Inc.

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Procedure for Exercise. The Holder In the event of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise rights represented by this Warrant, which notice shall specify a certificate or certificates for the total number of whole shares of Common Stock to be so purchased, (ii) payment registered in the name of the aggregate Exercise Price Warrantholder, shall be delivered to the Warrantholder within a reasonable time, not exceeding five Business Days, after the rights represented by this Warrant shall have been so exercised; and, unless this Warrant has expired, a new Warrant representing the number of shares (except a remaining fractional share), if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Warrantholder within such time. With respect to any such exercise, the Warrantholder shall for all purposes be deemed to have become the shares holder of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt record of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in evidenced by such notice. The stock certificate or certificates so delivered certificates, from the date on which this Warrant was surrendered and, if exercise is pursuant to Section 1(a), payment of the Warrant Price was made, irrespective of the date of delivery of such certificate, except that, if the date of such surrender and payment is a date on which the stock transfer books of the Company are closed, such person shall be in deemed to have become the holder of such denominations as may be specified in such notice and shares at the close of business on the next succeeding date on which the stock transfer books are open. No fractional shares shall be registered issued upon exercise of this Warrant and no payment or adjustment shall be made upon any exercise on account of any cash dividends on the Common Stock issued upon such exercise. If any fractional interest in a share of Common Stock would, except for the name provisions of this Section 1, be delivered upon any such exercise, the Company, in lieu of delivering the fractional share thereof, shall pay to the Warrantholder an amount in cash equal to the current market price of such Holder orfractional interest, subject to the conditions of Section 3 as determined below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the Corporaxxxx, or by wire transfer.

Appears in 7 contracts

Samples: Warrant And (Superconductor Technologies Inc), Warrant Agreement (Bayard Drilling Technologies Inc), Bayard Drilling Technologies Inc

Procedure for Exercise. The Holder In the event of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise rights represented by this Warrant, which notice shall specify a certificate or certificates for the total number of whole shares of Common Stock to be so purchased, (ii) payment registered in the name of the aggregate Exercise Price Warrantholder, shall be delivered to the Warrantholder within a reasonable time, not exceeding five Business Days, after the rights represented by this Warrant shall have been so exercised; and, unless this Warrant has expired, a new Warrant representing the number of shares (except a remaining fractional share), if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Warrantholder within such time. With respect to any such exercise, the Warrantholder shall for all purposes be deemed to have become the shares holder of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt record of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in evidenced by such notice. The stock certificate or certificates so delivered from the date on which this Warrant was surrendered and if exercise is pursuant to Section 1(a), payment of the Warrant Price was made, irrespective of the date of delivery of such certificate, except that, if the date of such surrender and payment is a date on which the stock transfer books of the Company are closed, such person shall be in deemed to have become the holder of such denominations as may be specified in such notice and shares at the close of business on the next succeeding date on which the stock transfer books are open. No fractional shares shall be registered issued upon exercise of this Warrant and no payment or adjustment shall be made upon any exercise on account of any cash dividends on the Common Stock issued upon such exercise. If any fractional interest in a share of Common Stock would, except for the name provisions of this Section 1, be delivered upon any such exercise, the Company, in lieu of delivering the fractional share thereof, shall pay to the Warrantholder an amount in cash equal to the Current Market Price of such Holder orfractional interest, subject to the conditions of Section 3 as determined below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the Corporaxxxx, or by wire transfer.

Appears in 6 contracts

Samples: Genus Inc, Genus Inc, Precision Optics Corporation Inc

Procedure for Exercise. The Holder In the event of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise rights represented by this Warrant, which notice shall specify a certificate or certificates for the total number of whole shares of Common Stock to be so purchased, (ii) payment registered in the name of the aggregate Exercise Price Warrantholder, shall be delivered to the Warrantholder within a reasonable time, not exceeding five Business Days, after the rights represented by this Warrant shall have been so exercised; and, unless this Warrant has expired, a new Warrant representing the number of shares (except a remaining fractional share), if any, with respect to the unexercised portion of this Warrant shall also be issued to the Warrantholder within such time. With respect to any such exercise, the Warrantholder shall for all purposes be deemed to have become the shares holder of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt record of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in evidenced by such notice. The stock certificate or certificates so delivered certificates, from the date on which this Warrant was surrendered and, if exercise is pursuant to Section 1(a), payment of the Warrant Price was made, irrespective of the date of delivery of such certificate, except that, if the date of such surrender and payment is a date on which the stock transfer books of the Company are closed, such person shall be in deemed to have become the holder of such denominations as may be specified in such notice and shares at the close of business on the next succeeding date on which the stock transfer books are open. No fractional shares shall be registered issued upon exercise of this Warrant and no payment or adjustment shall be made upon any exercise on account of any cash dividends on the Common Stock issued upon such exercise. If any fractional interest in a share of Common Stock would, except for the name provisions of this Section 1, be delivered upon any such exercise, the Company, in lieu of delivering the fractional share thereof, shall pay to the Warrantholder an amount in cash equal to the current market price of such Holder orfractional interest, subject to the conditions of Section 3 as determined below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the Corporaxxxx, or by wire transfer.

Appears in 2 contracts

Samples: Allis Chalmers Corp, Allis Chalmers Corp

Procedure for Exercise. The Holder of this Warrant may exercise this Warrant at any time after the Vesting Date and immediately prior to expiration date the Termination Date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's ’s election to exercise this Warrant, which notice Notice of Exercise shall specify the number of whole shares of Common Stock to be purchased, ; (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, ; (iii) an executed Investor Representation Letter, Subscription Agreement; and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter Subscription Agreement and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticeNotice of Exercise. The stock certificate or certificates so delivered shall be in such denominations as may be specified in such notice Notice of Exercise and shall be registered in the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such noticeNotice of Exercise. Payment of the Exercise Price may be made (i) by wire transfer, ; (ii) by certified check or cashier's ’s check, or by Holder's ’s personal check, payable to the order of the Corporaxxxx, Corporation; or by wire transfer(iii) pursuant to the terms of Section2(b) below.

Appears in 2 contracts

Samples: Warrant (Tradestar Services, Inc.), Warrant (Tradestar Services, Inc.)

Procedure for Exercise. The Holder Option herein granted may be exercised by the delivery by Optionee of this Warrant may exercise this Warrant at any time immediately prior written notice to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticewith respect to which the Option is being exercised. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in accompanied by, at the name election of such Holder orOptionee, subject to the conditions of Section 3 below(i) cash, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's ’s check, bank draft, or by Holder's personal check, postal or express money order payable to the order of the CorporaxxxxCompany, (ii) certificates representing “mature shares” of Common Stock theretofore owned by Optionee duly endorsed for transfer to the Company, or (iii) any combination of the preceding, equal in value to the aggregate exercise price. For purposes of this Agreement, “mature shares” means shares of Common Stock for which Optionee has good title, free and clear of all liens and encumbrances, transferability restrictions or risk of forfeiture, and which Optionee either (i) has held for at least six months or (ii) has purchased on the open market. Notice may also be delivered by telecopy provided that the exercise price of such shares is received by the Company via wire transfertransfer on the same day the telecopy transmission is received by the Company. The notice shall specify the address to which the certificates for such shares are to be mailed. This Option shall be deemed to have been exercised immediately prior to the close of business on the date (i) written notice of such exercise and (ii) payment in full of the exercise price for the number of share for which Options are being exercised, are both received by the Company and Optionee shall be treated for all purposes as the record holder of such shares of Common Stock as of such date. As promptly as practicable after receipt of such written notice and payment, the Company shall deliver to Optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in Optionee’s name or such other name as Optionee directs; provided, however, that such delivery shall be deemed effected for all purposes when a stock transfer agent of the Company shall have deposited such certificates in the United States mail, addressed to Optionee at the address specified pursuant to this Section 4.

Appears in 2 contracts

Samples: Incentive Stock Option Agreement (Metrocorp Bancshares Inc), Nonqualified Stock Option Agreement (Metrocorp Bancshares Inc)

Procedure for Exercise. The Holder of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") Exercise of such Holder's election to exercise this Warrant, which notice shall specify the spexxxx xhe number of whole shares of Common Successor Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Successor Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice notice of Exerciseexercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Successor Stock specified in such notice. The stock certificate or certificates so delivered shall be in such denominations as may be specified in such notice and shall be registered in the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the CorporaxxxxCorporation, or by xx xx wire transfer.

Appears in 2 contracts

Samples: Hopkins Michael W, Wonish Robert G

Procedure for Exercise. The Holder Option herein granted may be exercised by the delivery by Optionee of this Warrant may exercise this Warrant at any time immediately prior written notice to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticewith respect to which the Option is being exercised. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in accompanied by, at the name election of such Holder orOptionee, subject to the conditions of Section 3 below(i) cash, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's ’s check, bank draft, or by Holder's personal check, postal or express money order payable to the order of the CorporaxxxxCompany, (ii) certificates representing shares of Common Stock theretofore owned by Optionee duly endorsed for transfer to the Company, or (iii) any combination of the preceding, equal in value to the aggregate exercise price. Notice may also be delivered by telecopy provided that the exercise price of such shares is received by the Company via wire transfertransfer on the same day the telecopy transmission is received by the Company. The notice shall specify the address to which the certificates for such shares are to be mailed. This Option shall be deemed to have been exercised immediately prior to the close of business on the date (i) written notice of such exercise and (ii) payment in full of the exercise price for the number of share for which Options are being exercised, are both received by the Company and Optionee shall be treated for all purposes as the record holder of such shares of Common Stock as of such date. As promptly as practicable after receipt of such written notice and payment, the Company shall deliver to Optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in Optionee’s name or such other name as Optionee directs; provided, however, that such delivery shall be deemed effected for all purposes when a stock transfer agent of the Company shall have deposited such certificates in the United States mail, addressed to Optionee at the address specified pursuant to this Section 4.

Appears in 2 contracts

Samples: Nonqualified Stock Option Agreement (MetroCorp Bancshares, Inc.), Incentive Stock Option Agreement (MetroCorp Bancshares, Inc.)

Procedure for Exercise. The Holder Option herein granted may be exercised by the delivery by Optionee of this Warrant may exercise this Warrant at any time immediately prior written notice to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticewith respect to which the Option is being exercised. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in accompanied by, at the name election of such Holder orOptionee, subject to the conditions of Section 3 below(i) cash, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's ’s check, bank draft, or by Holder's personal check, postal or express money order payable to the order of the CorporaxxxxCompany, (ii) certificates representing “mature shares” of Stock theretofore owned by Optionee duly endorsed for transfer to the Company, or (iii) any combination of the preceding, equal in value to the aggregate exercise price. For purposes of this Agreement, “mature shares” means shares of Stock for which Optionee has good title, free and clear of all liens and encumbrances, transferability restrictions or risk of forfeiture, and which Optionee has held for at least six months. Notice may also be delivered by telecopy provided that the exercise price of such shares is received by the Company via wire transfertransfer on the same day the telecopy transmission is received by the Company. The notice shall specify the address to which the certificates for such shares are to be mailed. This Option shall be deemed to have been exercised immediately prior to the close of business on the date (i) written notice of such exercise and (ii) payment in full of the exercise price for the number of share for which Options are being exercised, are both received by the Company and Optionee shall be treated for all purposes as the record holder of such shares of Stock as of such date. As promptly as practicable after receipt of such written notice and payment, the Company shall deliver to Optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in Optionee’s name or such other name as Optionee directs; provided, however, that such delivery shall be deemed effected for all purposes when a stock transfer agent of the Company shall have deposited such certificates in the United States mail, addressed to Optionee at the address specified pursuant to this Section 4.

Appears in 2 contracts

Samples: Incentive Stock Option Agreement (Encore Bancshares Inc), Nonqualified Stock Option Agreement (Encore Bancshares Inc)

Procedure for Exercise. The Holder of this This Warrant may exercise this Warrant be exercised at any time immediately prior or from time to expiration date time until the Expiration Date, on any day that is a business day, for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares shares of Common Stock purchasable upon its exercise. In order to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant Warrant, in whole or in part, the Holder hereof shall deliver to the Corporation Company at its principal office at 0000 Xxxxx X'Xxxxxx Xxxxxxxxx, Irving, Texas, 75039, or at such other offices as shall be designated by the Company through notice given by first class mail, postage prepaid, addressed to the registered holder of this Warrant at the address of such registered holder appearing in the records of the Company, (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchasedpurchased pursuant to such exercise, (ii) cash or a certified or cashier's check payable to the order of the Company in full payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided hereinexercise price thereof, and (iii) an executed Investor Representation Letter, and (iv) this Warrant. Such notice may be in the form of the Subscription Form appearing at the end of this Warrant. Upon receipt of the Notice of Exercisethereof, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation Company shall, as promptly as practicable, execute and in any event within five (5) business days thereafter, execute, or cause to be executed executed, and deliver to such Holder a certificate or certificates representing the aggregate number of full shares of Common Stock specified in issuable upon such noticeexercise. The stock certificate or certificates so delivered shall be in such denominations as may be specified in such notice and shall be registered in the name of such Holder orHolder, subject to the conditions of Section 3 below, or such other name as shall be designated in such said notice. Payment Holder acknowledges that the stock certificate shall bear a legend restricting transfer similar to that appearing on the face of this Warrant and legends required by applicable law. This Warrant shall be deemed to have been exercised and such certificate or certificates shall be deemed to have been issued, and Holder or any other person so designated to be named therein shall be deemed to have become a holder of record of such shares for all purposes, as of the Exercise Price date said notice, together with said payment and this Warrant, is received by the Company as aforesaid. If this Warrant shall have been exercised in part, the Company shall, at the time of delivery of said certificate or certificates, deliver to Holder a new warrant evidencing the rights of Holder to purchase that number of shares of Common Stock with respect to which this Warrant shall not have been exercised, which new warrant shall in all other respects be identical with this Warrant, or, at the request of Holder, appropriate notation may be made by wire transfer, by certified check or cashier's check, or by on this Warrant and the same returned to Holder's personal check, payable to the order of the Corporaxxxx, or by wire transfer.

Appears in 2 contracts

Samples: Revolving Credit Loan Agreement (Thomas Group Inc), Thomas Group Inc

Procedure for Exercise. (a) The Holder of this Warrant Option may be exercised in whole or in part with respect to any portion that is exercisable. To exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part portion of the Warrant Shares. The purchase price Option granted hereunder, the Grantee (or such other Person who shall be equal permitted to exercise the Option as set forth in Section 4.1) must complete, sign and deliver to the Company (to the attention of the Company’s Secretary) a notice of exercise substantially in the form attached hereto as Exhibit A (or in such other form as the Committee may from time to time adopt and provide to the Grantee) (the “Exercise Notice”), together with (i) payment in full of the Exercise Price multiplied by the number of Warrant Shares Units with respect to be acquired pursuant to such exercise of which the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchasedOption is exercised, (ii) payment any required agreements described in the Plan, and (iii) the Option to which the Option Units relate. The Grantee’s right to exercise the Option shall be subject to the satisfaction of all conditions set forth in the Exercise Notice. Payment of the Exercise Price shall be made in cash (including check, bank draft or money order) or, if subsequent to an Initial Public Offering, to the extent permitted by the Committee, (i) through the delivery of irrevocable instructions to a broker to sell shares of common stock of the successor corporation obtained upon the exercise of the Option and to deliver promptly to the Company an amount out of the proceeds of such Sale equal to the aggregate Exercise Price for the shares being purchased, or (ii) in shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt common stock of the Notice successor corporation that have been held for such period of Exercisetime as may be required by the Committee in order to avoid adverse accounting treatment to the Company, the paymentsuccessor corporation, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number their affiliates. The Fair Market Value of shares of Common Stock specified in such notice. The common stock certificate or certificates so of the successor corporation delivered on exercise of the Option shall be in such denominations determined as may be specified in such notice and shall be registered in the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment of the Exercise Price may date of exercise. Any fractional shares will be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the Corporaxxxx, or by wire transferpaid in cash.

Appears in 2 contracts

Samples: Option Unit Agreement (Graham Packaging Holdings Co), Option Unit Agreement (Graham Packaging Holdings Co)

Procedure for Exercise. The Holder In the event of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise rights represented by this Warrant, which notice shall specify a certificate or certificates for the total number of whole shares of Common Stock to be so purchased, (ii) payment registered in the name of the aggregate Exercise Price Warrantholder, shall be delivered to the Warrantholder within a reasonable time, not exceeding five Business Days, after the rights represented by this Warrant shall have been so exercised; and, unless this Warrant has expired, a new Warrant representing the number of shares (except a remaining fractional share), if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Warrantholder within such time. With respect to any such exercise, the Warrantholder shall for all purposes be deemed to have become the shares holder of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt record of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in evidenced by such notice. The stock certificate or certificates so delivered from the date on which this Warrant was surrendered and if exercise is pursuant to Section 1(a), payment of the Warrant Price was made, irrespective of the date of delivery of such certificate, except that, if the date of such surrender and payment is a date on which the stock transfer books of the Company are closed, such person shall be in deemed to have become the holder of such denominations as may be specified in such notice and shares at the close of business on the next succeeding date on which the stock transfer books are open. No fractional shares shall be registered issued upon exercise of this Warrant and no payment or adjustment shall be made upon any exercise on account of any cash dividends on the Common Stock issued upon such exercise. If any fractional interest in a share of Common Stock would, except for the name provisions of this Section 1, be delivered upon any such Holder orexercise, subject the Company, in lieu of delivering the fractional share thereof, shall pay to the conditions of Section 3 below, such other name as shall be designated Warrantholder an amount in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable cash equal to the order Market Price on the date of the Corporaxxxxexercise, or by wire transferas determined below.

Appears in 2 contracts

Samples: Lifepoint Inc, Lifepoint Inc

Procedure for Exercise. The Holder Option herein granted may be exercised by the delivery by Optionee of this Warrant may exercise this Warrant at any time immediately prior written notice to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticewith respect to which the Option is being exercised. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in accompanied by, at the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment election of the Exercise Price may be made by wire transferOptionee, by certified check or (i) cash, cashier's check, bank draft, or by Holder's personal check, postal or express money order payable to the order of the CorporaxxxxCompany, (ii) certificates representing shares of Common Stock theretofore owned by Optionee duly endorsed for transfer to the Company, or (iii) any combination of the preceding, equal in value to the aggregate exercise price. Notice may also be delivered by telecopy provided that the exercise price of such shares is received by the Company via wire transfertransfer on the same day the telecopy transmission is received by the Company. The notice shall specify the address to which the certificates for such shares are to be mailed. An option to purchase shares of Common Stock, shall be deemed to have been exercised immediately prior to the close of business on the date (i) written notice of such exercise and (ii) payment in full of the exercise price for the number of shares for which Options are being exercised, are both received by the Company and Optionee shall be treated for all purposes as the record holder of such shares of Common Stock as of such date. As promptly as practicable after receipt of such written notice and payment, the Company shall deliver to Optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in Optionee's name or such other name as Optionee directs; provided, however, that such delivery shall be deemed effected for all purposes when a stock transfer agent of the Company shall have deposited such certificates in the United States mail, addressed to Optionee at the address specified pursuant to this Section 4.

Appears in 2 contracts

Samples: Nonqualified Stock Option Agreement (Idm Environmental Corp), Nonqualified Stock Option Agreement (Idm Environmental Corp)

Procedure for Exercise. The Holder In the event of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise rights represented by this Warrant, which notice shall specify a certificate or certificates for the total number of whole shares of Common Stock to be so purchased, (ii) payment registered in the name of the aggregate Exercise Price Warrantholder, shall be delivered to the Warrantholder within a reasonable time, not exceeding five Business Days, after the rights represented by this Warrant shall have been so exercised; and, unless this Warrant has expired, a new Warrant representing the number of shares (ex cept a remaining fractional share), if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Warrantholder within such time. With respect to any such exercise, the Warrantholder shall for all purposes be deemed to have become the shares holder of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt record of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in evidenced by such notice. The stock certificate or certificates so delivered from the date on which this Warrant was surrendered and if exercise is pursuant to Section 1(a), payment of the Warrant Price was made, irrespective of the date of delivery of such certificate, except that, if the date of such surrender and payment is a date on which the stock transfer books of the Company are closed, such person shall be in deemed to have been the holder of such denominations as may be specified in such notice and shares at the close of business on the next succeeding date-on which the stock transfer books are open. No fractional shares shall be registered issued upon exercise of this Warrant and no payment or adjustment shall be made upon any exercise on account of any cash dividends on the Common Stock issued upon such exercise. If any fractional interest in a share of Common Stock would, except for the name provisions of this Section 1, be delivered upon any such exercise, the Company, in lieu of delivering the fractional share thereof, shall pay to the Warrantholder an amount in cash equal to the current market price of such Holder orfractional interest, subject to the conditions of Section 3 as deter-mined below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the Corporaxxxx, or by wire transfer.

Appears in 1 contract

Samples: Phillips R H Inc

Procedure for Exercise. The Holder In the event of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise rights represented by this Warrant, which notice shall specify a certificate or certificates for the total number of whole shares of Common Stock to be so purchased, (ii) payment registered in the name of the aggregate Exercise Price Warrantholder, shall be delivered to the Warrantholder within a reasonable time, not exceeding five Business Days, after the rights represented by this Warrant shall have been so exercised; and, unless this Warrant has expired, a new Warrant representing the number of shares (except a remaining fractional share), if any, with respect to the unexercised portion of this Warrant shall also be issued to the Warrantholder within such time. With respect to any such exercise, the Warrantholder shall for all purposes be deemed to have become the shares holder of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt record of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in evidenced by such notice. The stock certificate or certificates so delivered certificates, from the date on which this Warrant was surrendered and, if exercise is pursuant to SECTION 1(a), payment of the Warrant Price was made, irrespective of the date of delivery of such certificate, except that, if the date of such surrender and payment is a date on which the stock transfer books of the Company are closed, such person shall be in deemed to have become the holder of such denominations as may be specified in such notice and shares at the close of business on the next succeeding date on which the stock transfer books are open. No fractional shares shall be registered issued upon exercise of this Warrant and no payment or adjustment shall be made upon any exercise on account of any cash dividends on the Common Stock issued upon such exercise. If any fractional interest in a share of Common Stock would, except for the name provisions of this SECTION 1, be delivered upon any such exercise, the Company, in lieu of delivering the fractional share thereof, shall pay to the Warrantholder an amount in cash equal to the current Fair Market Value of such Holder orfractional interest, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the Corporaxxxx, or by wire transferdetermined above.

Appears in 1 contract

Samples: Allis Chalmers Corp

Procedure for Exercise. (a) The Holder Option may be exercised by the delivery by Optionee of this Warrant may exercise this Warrant at any time immediately prior written notice to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticewith respect to which the Option is being exercised. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in accompanied by, at the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment election of the Exercise Price may be made by wire transferOptionee, by certified check or (i) cash, cashier's ’s check, bank draft or by Holder's personal check, postal or express money order payable to the order of the CorporaxxxxCompany equal in value to the aggregate exercise price, (ii) a net exercise election (i.e., an election to have all or a portion of the aggregate exercise price and any applicable withholding requirements be paid by reducing the number of shares of Stock otherwise deliverable upon the exercise of the Option by a number of shares of Stock having a Fair Market Value equal to the amount of such aggregate exercise price and withholding obligations to be satisfied by the net exercise election), or (iii) any combination of the foregoing; provided, however, Optionee shall only be permitted to make a net exercise election if the Compensation Committee of the Board of Directors of the Company (the “Committee”) determines that such election will not violate applicable law, including, without limitation, the Sxxxxxxx-Xxxxx Act of 2002, as amended. Shares of Stock tendered in payment of all or a portion of the exercise price shall be valued at their Fair Market Value on the date of exercise of the Option. Notice may also be delivered by telecopy provided that the exercise price is received by the Company via wire transfertransfer on the same day the telecopy transmission is received by the Company. The notice shall specify the address to which the certificates for such shares are to be mailed. The Option shall be deemed to have been exercised immediately prior to the close of business on the date (A) written notice of such exercise and (B) payment in full of the exercise price for the number of shares for which the Option is being exercised are both received by the Company, and Optionee shall be treated for all purposes as the record holder of such shares of Stock as of such date, subject to Sections 11, 12 and 13 of this Agreement. An election to exercise shall be irrevocable.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Sterling Chemicals Inc)

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Procedure for Exercise. The Holder In the event of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise share ---------------------- purchase rights represented by this Warrant, which notice shall specify a certificate or certificates for the total number of whole shares of Common Stock to be so purchased, (ii) payment registered in the name of the aggregate Exercise Price Warrantholder, shall be delivered to the Warrantholder within a reasonable time, not exceeding five Business Days, after the share purchase rights represented by this Warrant shall have been so exercised; and, unless this Warrant has expired, a new Warrant representing the number of shares (except a remaining fractional share), if any, with respect to which this Warrant shall not then have been exercised shall also be issued to the Warrantholder within such time. With respect to any such exercise, the Warrantholder shall for all purposes be deemed to have become the shares holder of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt record of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in evidenced by such notice. The stock certificate or certificates so delivered from the date on which this Warrant was surrendered and if exercise is pursuant to Section 1(a), payment of the Warrant Price was made, irrespective of the date of delivery of such certificate, except that, if the date of such surrender and payment is a date on which the stock transfer books of the Company are closed, such person shall be in deemed to have been the holder of such denominations as may be specified in such notice and shares at the close of business on the next succeeding date on which the stock transfer books are open. No fractional shares shall be registered issued upon exercise of this Warrant and no payment or adjustment shall be made upon any exercise on account of any cash dividends on the Common Stock issued upon such exercise. If any fractional interest in a share of Common Stock would, except for the name provisions of this Section 1, be delivered upon any such exercise, the Company, in lieu of delivering the fractional share thereof, shall pay to the Warrantholder an amount in cash equal to the Current Market Price of such Holder orfractional interest, subject to the conditions of Section 3 as defined below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the Corporaxxxx, or by wire transfer.

Appears in 1 contract

Samples: Atg Inc

Procedure for Exercise. The Holder of this Warrant may shall be entitled to exercise this Warrant at any time immediately prior to expiration date for the purchase in whole, or in no more than ten parts of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of no less than 100,000 Warrant Shares each. In order to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall complete the Subscription Form attached hereto and deliver this Warrant to the Corporation (i) Company at its office together with a written notice of exercise ("Notice of Exercise") of such Holdercashier's election or certified check or wire transfer in an amount equal to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for of the shares Common Shares then being purchased. The exercise of this Warrant shall be deemed to have been effected, and the Exercise Price and the number of Common Stock being purchased Shares issuable in connection with such exercise shall be determined, as of the manner provided herein, close of business on the Business Day on the date on which such completed Subscription Form and check or wire transfer have been delivered at the Company's office (iii) an executed Investor Representation Letter, and (iv) this Warrantthe "Exercise Date"). Upon receipt of the Notice of Exercisesuch Subscription Form, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation Company shall, as promptly as practicable, execute or cause to be executed and deliver to the Holder or such Person as may be directed in writing by such Holder a certificate or certificates representing the aggregate number of shares of Common Stock Shares to which the Holder is entitled as specified in such noticethe Subscription Form. The Each stock certificate or certificates so delivered shall be in such denominations denomination as may be specified in such notice requested by the Holder and shall be registered in the name of such the Holder or, subject to the conditions of Section 3 below, or such other name as shall be designated by the Holder. To the extent permitted by United States law, the person in whose name any such notice. Payment stock certificate is issued shall be deemed to have become the holder of record of the shares represented thereby as of the Exercise Price Date. If this Warrant is exercised only in part, the Company shall, at its expense, at the time of delivery of such stock certificate or certificates, deliver to the Holder a new Warrant of like tenor evidencing the rights of the Holder to purchase the remaining Warrant Shares covered by this Warrant. The Company shall pay all taxes, other expenses and charges payable in connection with the preparation, execution and delivery of stock certificates pursuant to this Section 3, except that, in case such stock certificates shall be registered in a name or names other than the name of the Holder, funds sufficient to pay all stock transfer taxes that may be made payable upon the execution and delivery of such stock certificate or certificates shall be paid by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable the Holder to the order Company at the time of delivery of such stock certificates by the Corporaxxxx, or by wire transferCompany.

Appears in 1 contract

Samples: Warrant Agreement (Paramount Communications Inc /De/)

Procedure for Exercise. The Holder Option herein granted may be exercised by the delivery by Optionee of this Warrant may exercise this Warrant at any time immediately prior written notice to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticewith respect to which the Option is being exercised. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in accompanied by, at the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment election of the Exercise Price may be made by wire transferOptionee, by certified check or (i) cash, cashier's check, bank draft, or by Holder's personal check, postal or express money order payable to the order of the CorporaxxxxCompany, (ii) certificates representing shares of Stock theretofore owned by Optionee duly endorsed for transfer to the Company, or (iii) any combination of the preceding, equal in value to the aggregate exercise price. Notice may also be delivered by telecopy provided that the exercise price of such shares is received by the Company via wire transfertransfer on the same day the telecopy transmission is received by the Company. The notice shall specify the address to which the certificates for such shares are to be mailed. An option to purchase shares of Stock in accordance with this Plan, shall be deemed to have been exercised immediately prior to the close of business on the date (i) written notice of such exercise and (ii) payment in full of the exercise price for the number of share for which Options are being exercised, are both received by the Company and Optionee shall be treated for all purposes as the record holder of such shares of Stock as of such date. As promptly as practicable after receipt of such written notice and payment, the Company shall deliver to Optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in Optionee's name or such other name as Optionee directs; provided, however, that such delivery shall be deemed effected for all purposes when a stock transfer agent of the Company shall have deposited such certificates in the United States mail, addressed to Optionee at the address specified pursuant to this Section 4. In addition, Optionee may exercise the Option by delivering a written notice to the Secretary of the Company, directing (a) an immediate market sale or margin loan respecting all or a part of the shares of Stock to which he is entitled upon exercise of the Option pursuant to an extension of credit by the Company to Optionee of the exercise price, (b) the delivery of the shares of Stock from the Company directly to a brokerage firm, and (c) the delivery of the exercise price from the sale or margin loan proceeds from the brokerage firm directly to the Company.

Appears in 1 contract

Samples: Nonqualified Stock Option Agreement (Advanced Communications Group Inc/De/)

Procedure for Exercise. The Holder Option herein granted may be exercised by the delivery by Optionee of this Warrant may exercise this Warrant at any time immediately prior written notice to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticewith respect to which the Option is being exercised. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in the name of such Holder oraccompanied by (i) cash, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's ’s check, bank draft, or by Holder's personal check, postal or express money order payable to the order of the CorporaxxxxCompany, or by wire transfer, (ii) if permitted by the Committee, shares of Stock theretofore owned by Optionee duly endorsed for transfer to the Company, (iii) if the Stock is registered under the Securities Exchange Act of 1934, as amended, and to the extent permitted by law, instructions to a broker to deliver to the Company the total payment required, all in accordance with the regulations of the Federal Reserve Board, (iv) such other consideration as the Committee may permit, or (v) any combination of the preceding, equal in value to the aggregate exercise price. Notice may be delivered by facsimile. The notice shall specify the address to which the certificates for such shares are to be mailed. The Option shall be deemed to have been exercised immediately prior to the close of business on the date (i) written notice of such exercise and (ii) payment in full of the exercise price for the number of shares for which the Option is being exercised are both received by the Company and Optionee shall be treated for all purposes as the record holder of such shares of Stock as of such date. As promptly as practicable after receipt of such written notice and payment, the Company shall deliver to Optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in Optionee’s name or such other name as Optionee directs; provided, however, that such delivery shall be deemed effected for all purposes when a stock transfer agent of the Company shall have deposited such certificates in the United States mail, addressed to Optionee at the address specified pursuant to this Section 4.

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Image Entertainment Inc)

Procedure for Exercise. The Holder of this Warrant Option herein granted may exercise this Warrant at any time immediately prior be exercised by written notice by Optionee to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in with respect to which the Option is to be exercised accompanied by payment for the shares to be purchased, and specifying the address to which the certificate for such noticeshares is to be mailed. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in the name of such Holder oraccompanied by (i) cash, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, bank draft, postal or by Holder's personal check, express money order payable to the order of the CorporaxxxxCompany, or other immediately available funds, or (ii) certificates representing shares of Common Stock theretofore owned by Optionee duly endorsed for transfer to the Company, or (iii) any combination of the preceding, equal in value to the aggregate exercise price. The Optionee may initiate a "cashless exercise" as described in the Plan. Notice may also be delivered by fax or telecopy provided that the exercise price of such shares is received by the Company via wire transfertransfer on the same day the fax or telecopy transmission is received by the Company. An option to purchase shares of Common Stock in accordance with this Plan, shall be deemed to have been exercised immediately prior to the close of business on the date (i) written notice of such exercise and (ii) payment in full of the exercise price for the number of shares for which Options are being exercised, are both received by the Company and Optionee shall be treated for all purposes as the record holder of such shares of Common Stock as of such date. As promptly as practicable after receipt of such written notice and payment, the Company shall deliver to Optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in Optionee's name or such other name as Optionee directs; provided, however, that such delivery shall be deemed effected for all purposes when a stock transfer agent of the Company shall have deposited such certificates in the United States mail, addressed to Optionee at the address specified pursuant to this Section 3.

Appears in 1 contract

Samples: Director Nonqualified Stock Option Agreement (Howell Corp /De/)

Procedure for Exercise. The Holder of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such notice. The stock certificate or certificates so delivered shall be in such denominations as may be specified in such notice and shall be registered in the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the CorporaxxxxCoxxxxxxion, or by wire transfer.

Appears in 1 contract

Samples: Tradestar Services, Inc.

Procedure for Exercise. The Holder of this Warrant may exercise this Warrant at any time immediately prior (i) In order to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof registered Warrantholder shall complete the attached Subscription Form and deliver this Warrant to the Corporation (i) a written notice Company, together with cash in an amount equal to the aggregate Purchase Price of the shares of the Stock then being purchased, at its office or agency provided for in Section 2. The exercise ("Notice of Exercise") of such Holder's election this Warrant shall be deemed to exercise this Warranthave been effected, which notice shall specify and the Purchase Price and the number of whole shares of Common the Stock issuable in connection with such exercise shall be determined, as of the close of business on the business day prior to the date on which the last to be purchased, (ii) payment delivered of such completed Subscription Form and all other items required to be delivered in connection with such exercise by the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrantregistered Warrantholder hereof pursuant to Section 5.B shall have been delivered at such office or agency. Upon receipt of the Notice of Exercisesuch Subscription Form and other items, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation Company shall, as promptly as practicablepracticable and in any event within five days thereafter, execute or cause to be executed and deliver to such Holder said Warrantholder a certificate or certificates representing the aggregate number of shares of Common the Stock specified in such noticeForm. The stock Each Stock certificate or certificates so delivered shall be in such denominations denomination as may be specified in such notice requested by the registered Warrantholder and shall be registered in the name of such Holder or, subject to the conditions of Section 3 below, said Warrantholder or such other name as shall be designated by said Warrantholder, and, to the extent permitted by law, the person in whose name any such notice. Payment Stock certificate shall be issuable upon such exercise shall be deemed to have become the holder of record of the Exercise Price may shares represented thereby as of the time when the exercise of this Warrant with respect to such shares shall be made deemed to have been effected. If this Warrant shall have been exercised only in part, the Company shall, at its expense at the time of delivery of said Stock certificate or certificates, deliver to such holder a new Warrant of like tenor evidencing the rights of such holder to purchase the remaining shares of the Stock covered by wire transferthis Warrant. The Company shall pay all taxes, other expenses and charges payable in connection with the preparation, execution and delivery of Stock certificates pursuant to this Section 4, except that, in case such Stock certificates shall be registered in a name or names other than the name of the registered holder of this Warrant, funds sufficient to pay all stock transfer taxes which shall be payable upon the execution and delivery of such Stock certificate or certificates shall be paid by certified check or cashier's check, or by Holder's personal check, payable the registered holder of this Warrant to the order Company at the time of delivery of such Stock certificates to the Corporaxxxx, or by wire transferCompany as mentioned above.

Appears in 1 contract

Samples: Image Technology Laboratories Inc

Procedure for Exercise. The Holder of this Warrant may exercise this Warrant at any time immediately prior to expiration date for the purchase of all or any part of the Warrant Shares. The purchase price shall be equal to the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") Exercise of such Holder's election to exercise this Warrant, which notice shall specify shaxx xxecify the number of whole shares of Common Successor Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Successor Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice notice of Exerciseexercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Successor Stock specified in such notice. The stock certificate or certificates so delivered shall be in such denominations as may be specified in such notice and shall be registered in the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment of the Exercise Price may be made by wire transfer, by certified check or cashier's check, or by Holder's personal check, payable to the order of the CorporaxxxxCorporatiox, or xx by wire transfer.

Appears in 1 contract

Samples: Hopkins Michael W

Procedure for Exercise. The Holder Option herein granted may be exercised by the delivery by Optionee of this Warrant may exercise this Warrant at any time immediately prior written notice to expiration date for the purchase of all or any part Secretary of the Warrant Shares. The purchase price shall be equal to Company setting forth the Exercise Price multiplied by the number of Warrant Shares to be acquired pursuant to such exercise of the Warrant. To exercise this Warrant in whole or in part, the Holder hereof shall deliver to the Corporation (i) a written notice of exercise ("Notice of Exercise") of such Holder's election to exercise this Warrant, which notice shall specify the number of whole shares of Common Stock to be purchased, (ii) payment of the aggregate Exercise Price for the shares of Common Stock being purchased in the manner provided herein, (iii) an executed Investor Representation Letter, and (iv) this Warrant. Upon receipt of the Notice of Exercise, the payment, the executed Investor Representation Letter and surrender of this Warrant, the Corporation shall, as promptly as practicable, execute or cause to be executed and deliver to such Holder a certificate or certificates representing the aggregate number of shares of Common Stock specified in such noticewith respect to which the Option is being exercised. The stock certificate or certificates so delivered notice shall be in such denominations as may be specified in such notice and shall be registered in accompanied (i) at the name of such Holder or, subject to the conditions of Section 3 below, such other name as shall be designated in such notice. Payment election of the Exercise Price may be made by wire transferOptionee, by certified check or cash, cashier's check, bank draft, or by Holder's personal check, postal or express money order payable to the order of the CorporaxxxxCompany, (ii) as allowed by the Committee, by certificates representing "mature shares" of Common Stock theretofore owned by Optionee duly endorsed for transfer to the Company, or (iii) any combination of the preceding, equal in value to the aggregate exercise price. For purposes of this Option Agreement, "mature shares" means shares of Common Stock that Optionee has held free of any transferability restrictions or risk of forfeiture for at least six (6) months. Notice may also be delivered by fax or telecopy provided that the exercise price of such shares is received by the Company via wire transfertransfer on the same day the fax or telecopy transmission is received by the Company. The notice shall specify the address to which the certificates for such shares are to be mailed. An option to purchase shares of Common Stock in accordance with this Plan shall be deemed to have been exercised immediately prior to the close of business on the date (i) written notice of such exercise and (ii) payment in full of the exercise price for the number of shares for which Options are being exercised are both received by the Company and Optionee shall be treated for all purposes as the record holder of such shares of Common Stock as of such date. As promptly as practicable after receipt of such written notice and payment, the Company shall deliver to Optionee certificates for the number of shares with respect to which such Option has been so exercised, issued in Optionee's name or such other name as Optionee directs; provided, however, that such delivery shall be deemed effected for all purposes when a stock transfer agent of the Company shall have deposited such certificates in the United States mail, addressed to Optionee at the address specified pursuant to this Section 4.

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Allegiance Bancshares, Inc.)

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