Early Exercise Rights Clause Samples

Early Exercise Rights. (i) If, at any point during the period between November 17, 1999 and November 16, 2000 (the "First Measuring Period"), the Company receives Net Revenue (as defined in Section 4(c)) of at least $180 million (the "First Measuring Period Net Revenue Benchmark") from tickets sold during the First Measuring Period for travel on the Warrant Holder, its subsidiaries and/or on the Warrant Holder's code share partners using Warrant Holder's code (collectively, "Warrant Holder and its Code Share Partners"), the Warrant Holder will thereupon and thereafter have the right to exercise Warrants, subject to adjustment as provided in Section 10 hereof, equal to 50% of the Shares. In the event that the Company does not achieve the First Measuring Period Net Revenue Benchmark during the First Measuring Period, the Warrant Holder will still be entitled to exercise Warrants, subject to adjustment as provided in Section 10 hereof, equal to 50% of the Shares upon the expiration of the First Measuring Period and thereafter if, during the entire term of the First Measuring Period, Warrant Holder does not voluntarily participate in any name-your-price airline ticket service other than the Company's and its affiliates' airline ticket services. (ii) In addition to Warrant Holder's early exercise rights under Section 4(b)(i), if during the period between January 1, 2000 and December 31, 2000 (the "Second Measuring Period"), the Company receives Net Revenue (as defined in Section 4(c)) of at least $80 million (the "Second Measuring Period Net Revenue Benchmark") from tickets sold during the Second Measuring Period for travel on the Warrant Holder and its Code Share Partners, the Warrant Holder will on January 1, 2001 and thereafter have the right to exercise Warrants, subject to adjustment as provided in Section 10 hereof, equal to 100% of the Shares.
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Early Exercise Rights. For each measuring period set forth on Schedule 1 attached hereto (each a "Measuring Period"), the Holder will earn the right to exercise this Warrant for a number of Shares equal to the product of (i) 3.95 multiplied by (ii) the number of whole tons of cut sheet paper and paper stock for the Holder's advertising and catalogues ("Cut Sheet Paper") that the Holder Purchases through the Company's web site exchange during such Measuring Period up to the maximum number of whole tons of Cut Sheet Paper set forth on Schedule 1 for such Measuring Period, subject to adjustment as provided in Sections 6 and 7. The rights earned in this Section 2.2 may be exercised during the Warrant Exercise Period for such rights; provided that any right to exercise this Warrant earned pursuant to this Section 2.2 shall terminate on the fifth anniversary of the last day of the Measuring Period for which such right was earned (the "Early Expiration Date") unless exercised in full prior thereto.
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Early Exercise Rights. For each measuring period set forth on SCHEDULE 1 attached hereto (each a "MEASURING PERIOD"), the Holder will earn the right to exercise this Warrant for a number of Shares equal to the product of (i) 1.51778532 multiplied by (ii) the number of whole tons of Newsprint and other paper products that the Holder purchases or sells through the Company's web site exchange during such Measuring Period up to the maximum number of whole tons of Newsprint and other paper products set forth on SCHEDULE 1 for such Measuring Period, subject to adjustment as provided in the next sentence and in Sections 6 and 7. Paper products other than Newsprint shall be counted toward the maximum aggregate metric tons shown as SCHEDULE 1 as follows: as and to the extent that non-Newsprint paper products are purchased or sold by Bowater through the Company's web site exchange during a Measuring Period, Bowater shall get a credit in tons toward the maximum aggregate tons shown on SCHEDULE 1 proportionately adjusted to reflect the difference in the per-ton price for such other paper product and the per-ton price for Newsprint. The right described in this Section 2.2 shall be referred to as the "EARLY EXERCISE RIGHT." The Holder shall also have the opportunity to earn the Early Exercise Right as follows: if the Holder has listed the minimum tonnage of Newsprint and/or other paper products (adjusted as described above) set forth on SCHEDULE 1 at any time during a Measuring Period, for purposes of determining whether or not it has earned the Early Exercise Right for that Measuring Period, the Holder can carry forward from, but only from, the immediately preceding Measuring Period the amount by which actual aggregate tons of Newsprint and other paper products (adjusted as described above) sold or purchased, if any, during such immediately preceding Measuring Period exceeded the maximum aggregate metric tons shown on SCHEDULE 1 for such immediately preceding Measuring Period. For each consecutive eight (8) hours that the Company's web site is not capable of listing and executing actual transactions related to Newsprint in a manner not materially adversely different from the capability of the Company's website as of the date hereof with respect to the containerboard and printing and writing components of the Company's website, the dates on SCHEDULE 1 occurring on or after such event shall be extended by two (2) business days. The Warrant Shares as to which the Holder has earned any Early Exe...
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Early Exercise Rights. The Optionee may elect to exercise a portion or --------------------- all of the Option prior to the date of vesting. If the Optionee makes this election, the Company will place such Option Shares into escrow. The Option Shares will vest in the same manner that the unvested portion of the Option to which the Option Shares relate was to vest. For example, if the Optionee would be entitled to exercise a portion of the Option to purchase 10,000 shares of Common Stock on December 31, 2002, but elects to exercise that portion of the Option on December 31, 2001, then 10,000 shares of Common Stock will be placed in escrow for the Optionee until December 31, 2002, at which time the Common Stock will be released to the Optionee. In the event, prior to the end of the escrow period, (i) the Optionee's Service is terminated due to his death or Disability, (ii) the Company makes an Election to Release the Optionee from providing Service, (iii) the Company makes an Election to Terminate the Optionee's Service, or (iv) the Optionee's Service is Terminated as a result of a Corporate Transaction, any Option Shares in escrow shall be released to the Optionee, free of the vesting conditions. If the Optionee ceases to render Service for any other reason, the Company shall have the right, but not the obligation, for a period of 90 days following the cessation of Optionee's Service, to purchase some or all of the Option Shares in escrow at a price equal to the Exercise Price. If the Company fails to purchase some or all of the Option Shares in escrow, the unpurchased Option Shares shall be released to the Optionee.
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Related to Early Exercise Rights

  • Exercise Rights The Holder will have the right to exercise this Warrant to purchase shares of Common Stock as set forth below.

  • Failure to Exercise Rights No delay in exercising, or omission to exercise, any right, power or remedy accruing to either party under the Trust Fund Grant Agreement upon any default shall impair any such right, power or remedy or be construed to be a waiver thereof or an acquiescence in such default. No action of such party in respect of any default, or any acquiescence by it in any default, shall affect or impair any right, power or remedy of such party in respect of any other or subsequent default.

  • Date on Which Exercise is Effective Each Person in whose name any certificate for Common Shares or other securities, if applicable, is issued upon the exercise of Rights shall for all purposes be deemed to have become the holder of record of the Common Shares or other securities, if applicable, represented thereon, and such certificate shall be dated the date upon which the Rights Certificate evidencing such Rights was duly surrendered in accordance with Subsection 2.2(d) (together with a duly completed Election to Exercise) and payment of the Exercise Price for such Rights (and any applicable transfer taxes and other governmental charges payable by the exercising holder hereunder) was made; provided, however, that if the date of such surrender and payment is a date upon which the Common Share transfer books of the Corporation are closed, such Person shall be deemed to have become the record holder of such shares on, and such certificate shall be dated, the next succeeding Business Day on which the Common Share transfer books of the Corporation are open.

  • Mandatory Exercise (a) If (i) the Price of the Common Stock is greater than 150% of the Exercise Price (as adjusted to reflect any stock split, combination, reclassification, recapitalization, exchange, stock dividend or other distribution payable in Common Stock with respect to shares of Common Stock) for sixty (60) consecutive trading days in the principal market in which the Common Stock is traded and (ii) the Company gives written notice (the "Company Notice") to the holder hereof of the satisfaction of the condition in clause (i), then within fifteen (15) days after the effective date of the Company Notice, the holder hereof shall exercise all of the Warrants. If required by this Section 5, the holder hereof agrees to exercise the Warrants, and to purchase shares of Common Stock pursuant to the terms of this Warrant Certificate. If the holder has not fulfilled its obligations to exercise the Warrants pursuant to this Section 5 within fifteen (15) days after the holder's receipt of the Company Notice, then (without limiting the Company's available remedies) (A) the obligations of holder under this Section 5 shall continue but the purchase rights otherwise represented by this Warrant Certificate shall terminate, (B) the Company may thereafter refuse, in its sole discretion, to allow holder to exercise the Warrants (including pursuant to this Section 5), (C) all obligations of the Company under Sections ▇, ▇, ▇ ▇▇▇ ▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇, (▇) no further adjustments to the Exercise Price shall be made unless the Company in its sole discretion consents in writing. Each Warrant holder's obligations under this Section 5(a) shall be subject to the expiration or termination of all waiting periods (and any extensions thereof) applicable to exercise of such holder's Warrants under the HSR Act (as defined below); provided that such holder shall have certified in writing to the Company that a filing under the HSR Act is required and provided further that such holder shall use its best efforts to cause the expiration or termination of such waiting period to occur as promptly as practicable. (b) Holder represents and warrants to the Company that holder has full corporate power and authority to execute, deliver, and perform this Warrant Certificate and to consummate the transactions contemplated hereby. The execution, delivery, and performance by holder of this Warrant Certificate have been duly authorized by all necessary corporate action of holder. This Warrant Certificate has been duly executed and delivered by holder and constitutes a valid and legally binding obligation of holder, enforceable against holder in accordance with its terms, except that such enforceability may be limited by (i) applicable bankruptcy, insolvency, reorganization, moratorium, and similar laws affecting creditors' rights generally and (ii) general equitable principles (regardless of whether such enforceability is considered in a proceeding in equity or at law). (c) The right to require exercise of the Warrants is hereby declared by the parties hereto to be a unique right, the loss of which is not readily susceptible to monetary quantification. Consequently, the parties hereto agree that an action for specific performance of the exercise and purchase obligations created by this Section 5 is an available remedy for the breach of the provisions of this Section 5. If the Company is forced to institute legal proceedings to enforce its rights in accordance with the provisions of this Section 5, it shall be entitled to recover its reasonable attorneys' fees and court costs incurred in enforcing such rights. (d) Holder is executing this Warrant Certificate in order to make and agree to the covenants, representations and warranties of holder contained in this Section 5, which shall be binding upon the holder's successors and assigns.

  • Automatic Cashless Exercise upon Expiration In the event that, upon the Expiration Date, the fair market value of one Share (or other security issuable upon the exercise hereof) as determined in accordance with Section 1.3 above is greater than the Warrant Price in effect on such date, then this Warrant shall automatically be deemed on and as of such date to be exercised pursuant to Section 1.2 above as to all Shares (or such other securities) for which it shall not previously have been exercised, and the Company shall, within a reasonable time, deliver a certificate representing the Shares (or such other securities) issued upon such exercise to Holder.