Exercise Mechanics Exercise Price Clause Samples

Exercise Mechanics Exercise Price. (a) Seller may exercise the Put Option with regard to a particular Generation Asset or multiple Generation Assets by giving notice thereof from time to time to Purchaser (an “Exercise Notice”) at any time during the period (i) commencing on the date hereof, and (ii) ending upon the earlier of (x) December 31, 2010, or (y) any termination of this Agreement pursuant to Section 8.1(c) (the “Exercise Period”), subject to the satisfaction or waiver of the conditions precedent thereto set forth in Section 2.5. Each Exercise Notice shall specifically identify the Generation Asset or Generation Assets with respect to which Seller is exercising the Put Option. Under no circumstances shall the aggregate Exercise Price for all Generation Assets with respect to which Exercise Notices have been delivered under this Section 2.2 exceed $2,000,000,000 and Seller shall have no right to deliver an Exercise Notice with respect to any Generation Asset that has an Exercise Price which when added to the Exercise Prices of the Generation Assets for which Exercise Notices have been previously delivered to Purchaser would exceed $2,000,000,000. (b) Exhibit B sets forth a list of the Generation Assets and the respective prices payable by Purchaser upon the closing of an exercise of the Put Option with respect to a particular Generation Asset (the “Exercise Price”). Seller may provide an Exercise Notice for a Generation Asset to the extent and only to the extent each of the conditions precedent to the exercise of the Put Option set forth in Section 2.5 with respect to such Generation Asset have been satisfied, or waived in writing by Purchaser, prior to the delivery of such Exercise Notice. (c) Seller represents and warrants to Purchaser as follows: (i) The items set forth on Section 2.2(c)(i) of the Seller Disclosure Schedule are referred to herein as “Seller Required Put Consents.” Notwithstanding anything to the contrary in this Agreement, Seller shall deliver Section 2.2(c)(i) of the Disclosure Schedule in accordance with the terms of Section 2.9(c) of this Agreement. The items to be listed on Section 2.2(c)(i) of the Disclosure Schedule are those items that Seller must obtain such that the exercise of the Put Option with respect to the Generation Assets and the consummation of the transactions contemplated by the Put Option, including the sale of the Generation Assets, will not result in any material breach of, violation of, or constitute a material default (or event which with...
View Source
Exercise Mechanics Exercise Price 
View SourceView Similar (2)

Related to Exercise Mechanics Exercise Price

  • Exercise Price The exercise price per share of Common Stock under this Warrant shall be $_____, subject to adjustment hereunder (the “Exercise Price”).

  • Warrant Exercise Price 1.1 Each Warrant shall entitle the Warrant Holder the right to purchase one share of Common Stock of the Company (individually, a "Warrant Share" severally, the "Warrant Shares"). 1.2 The purchase price payable upon exercise of each Warrant ("Exercise Price") shall be $.

  • Payment of Exercise Price In the event that the holder has elected a Cash Exercise with respect to some or all of the Warrant Shares to be issued pursuant hereto, the holder shall pay the Aggregate Exercise Price in the sum of $___________________ to the Company in accordance with the terms of the Warrant.

  • Number of Shares; Exercise Price This certifies that, for value received, the United States Department of the Treasury or its permitted assigns (the “Warrantholder”) is entitled, upon the terms and subject to the conditions hereinafter set forth, to acquire from the Company, in whole or in part, after the receipt of all applicable Regulatory Approvals, if any, up to an aggregate of the number of fully paid and nonassessable shares of Common Stock set forth in Item 6 of Schedule A hereto, at a purchase price per share of Common Stock equal to the Exercise Price. The number of shares of Common Stock (the “Shares”) and the Exercise Price are subject to adjustment as provided herein, and all references to “Common Stock,” “Shares” and “Exercise Price” herein shall be deemed to include any such adjustment or series of adjustments.

  • Adjustment of Exercise Price The Exercise Price in effect at the time and the number and kind of securities purchasable upon the exercise of this Warrant shall be subject to adjustment from time to time upon the happening of certain events as follows: (a) In case the Company shall (i) declare a dividend or make a distribution on its outstanding Common Stock in Common Stock, (ii) subdivide or reclassify its outstanding Common Stock into a greater number of shares, (iii) combine or reclassify its outstanding Common Stock into a smaller number of shares, or (iv) enter into any transaction whereby the outstanding Common Stock of the Company are at any time changed into or exchanged for a different number or kind of shares or other securities of the Company or of another corporation through reorganization, merger, consolidation, liquidation or recapitalization, then appropriate adjustments in the number of Shares (or other securities for which such Shares have previously been exchanged or converted) subject to this Warrant shall be made and the Exercise Price in effect at the time of the record date for such dividend or distribution or of the effective date of such subdivision, combination, reclassification, reorganization, merger, consolidation, liquidation or recapitalization shall be proportionately adjusted so that the Holder of this Warrant exercised after such date shall be entitled to receive the aggregate number and kind of shares or other securities which, if this Warrant had been exercised by such Holder immediately prior to such date, the Holder would have been entitled to receive upon such dividend, distribution, subdivision, combination, reclassification, reorganization, merger, consolidation, liquidation or recapitalization. For example, if the Company declares a 2 for 1 stock subdivision (forward split) and the Exercise Price hereof immediately prior to such event was $7.00 per Share and the number of Shares issuable upon exercise of this Warrant was 85,500, the adjusted Exercise Price immediately after such event would be $3.50 per Share and the adjusted number of Shares issuable upon exercise of this Warrant would be 171,000. Such adjustment shall be made successively whenever any event listed above shall occur. (b) In the event that at any time, as a result of an adjustment made pursuant to the provisions of this Section 8, the Holder of the Warrant thereafter shall become entitled to receive any shares of the Company other than Common Stock, thereafter the number of such other shares so receivable upon exercise of the Warrant shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the Common Stock contained in Sections 8(a) above.