Common use of At the Second Closing Clause in Contracts

At the Second Closing. Good Times shall issue to ▇▇▇▇▇▇ a warrant entitling ▇▇▇▇▇▇ to purchase at any time or times on or before March 31, 2004, up to 25,000 shares of common stock of Good Times at a purchase price of $4.00 per Page 9 of 11 Pages share (the "Warrant"). Notwithstanding the foregoing, (i) the Warrant shall terminate prior to March 31, 2004, upon any acquisition of substantially all of the assets or capital stock of Good Times (an "Acquisition"); (ii) ▇▇▇▇▇▇ shall receive thirty days prior written notice of an Acquisition; and (iii) ▇▇▇▇▇▇ shall have the right to exercise the Warrant prior to the closing of an Acquisition. Upon each exercise of the Warrant, ▇▇▇▇▇▇ shall pay the Warrant exercise price to Good Times in cash and Good Times shall issue a certificate for the purchased common stock of Good Times to such entity or entities as designated by ▇▇▇▇▇▇. The Warrant shall contain customary anti-dilution provisions with respect to any change in the capital structure of Good Times as a result of a subdivision, combination, reorganization or reclassification of the common stock of Good Times or as a result of a dividend paid in common stock of Good Times. The Warrant shall contain such other terms and conditions as are customary and as are approved by ▇▇▇▇▇▇, with such approval not to be unreasonably withheld.

At the Second Closing. Good Times shall issue to ▇B▇▇▇▇▇ a warrant entitling ▇B▇▇▇▇▇ to purchase at any time or times on or before March 31, 2004, up to 25,000 shares of common stock of Good Times at a purchase price of $4.00 per Page 9 of 11 Pages share (the "Warrant"). Notwithstanding the foregoing, (iI) the Warrant shall terminate prior to March 31, 2004, upon any acquisition of substantially all of the assets or capital stock of Good Times (an "Acquisition"); (ii) ▇B▇▇▇▇▇ shall receive thirty days prior written notice of an Acquisition; and (iii) ▇B▇▇▇▇▇ shall have the right to exercise the Warrant prior to the closing of an Acquisition. Upon each exercise of the Warrant, ▇B▇▇▇▇▇ shall pay the Warrant exercise price to Good Times in cash and Good Times shall issue a certificate for the purchased common stock of Good Times to such entity or entities as designated diesngnated by ▇B▇▇▇▇▇. The Warrant shall contain customary anti-dilution provisions with respect to any change in the capital structure of Good Times as a result of a subdivision, combination, reorganization or reclassification of the common stock of Good Times or as a result of a dividend divident paid in common stock of Good Times. The Warrant shall contain such other terms and conditions as are customary and as are approved by ▇B▇▇▇▇▇, with such approval not to be unreasonably withheld.