Exercise; Restrictions on Exercise Clause Samples

Exercise; Restrictions on Exercise. At any time after one year after the Closing Date and on or before the Expiration Date (unless redeemed pursuant to Section 3.5), any outstanding Warrants may be exercised on any Business Day; PROVIDED that the Warrants will become exercisable in connection with the initial public offering of equity securities of the Company, effective upon the consummation of such offering (or, in the case of any Warrants as to which the Holders thereof have exercised piggyback registration rights for such offering pursuant to Section 2 of the Warrants Registration Rights Agreement, effective at such earlier time as may be necessary to permit such exercise of such rights), and PROVIDED FURTHER that the Warrant Registration Statement is, at the time of exercise, effective and available for the exercise of the Warrants or the exercise of such Warrants is exempt from the registration requirements of the Securities Act, as reasonably determined by the Company, and such securities are qualified for sale or exempt from qualification under the applicable securities laws of the states or other jurisdictions in which the various Holders reside. Any Warrants not exercised by 5:00 p.m., New York City time, on the Expiration Date shall expire and all rights of the Holders of such Warrants shall terminate. Additionally, pursuant to Section 4.1(j)(ii) hereof, the Warrants shall expire and all rights of the Holders of such Warrants shall terminate in the event the Company merges or consolidates with or sells all or substantially all of its property and assets to a Person (other than an Affiliate of the Company) if the consideration payable to holders of Common Stock in exchange for their Common Stock in connection with such merger, consolidation or sale consists solely of cash or in the event of the dissolution, liquidation or winding up of the Company.

Exercise; Restrictions on Exercise. At any time after one year after the Closing Date and on or before the Expiration Date, any outstanding Warrants may be exercised on any Business Day; provided that the Warrant Registration Statement is, at the time of exercise, effective and available for the exercise of the Warrants or the exercise of such Warrants is exempt from the registration requirements of the Securities Act. Any Warrants not exercised by 5:00 p.m., New York City time, on the Expiration Date shall expire and all rights of the Holders of such Warrants shall terminate. Additionally, pursuant to Section 4.1(j)(ii) hereof, the Warrants shall expire and all rights of the Holders of such Warrants shall terminate in the event the Company merges or consolidates with or sells all or substantially all of its property and assets to a Person (other than an Affiliate of the Company) if the consideration payable to holders of Common Stock in exchange for their Common Stock in connection with such merger, consolidation or sale consists solely of cash or in the event of the dissolution, liquidation or winding up of the Company.

Exercise; Restrictions on Exercise. At any time after one year after the Closing Date and on or before the Expiration Date, any outstanding Warrants may be exercised on any Business Day; PROVIDED that the Warrant Registration Statement is, at the time of exercise, effective and available for the exercise of the Warrants or the exercise of such Warrants is exempt from the registration requirements of the Securities Act. Any Warrants not exercised by 5:00 p.m., New York City time, on the Expiration Date shall expire and all rights of the Holders of such Warrants shall terminate. Additionally, pursuant to Section 4.1(j)(ii) hereof, the Warrants shall expire and all rights of the Holders of such Warrants shall terminate in the event the Company merges or consolidates with or sells all or substantially all of its property and assets to a Person (other than an Affiliate of the Company) if the consideration payable to holders of Common Stock in exchange for their Common Stock in connection with such merger, consolidation or sale consists solely of cash or in the event of the dissolution, liquidation or winding up of the Company.

Exercise; Restrictions on Exercise. At any time after ------------ ---------------------------------- one year after the Closing Date and on or before the Expiration Date, any outstanding Warrants may be exercised on any Business Day; provided that the Warrant Registration Statement is, at the time of exercise, effective and available for the exercise of the Warrants or the exercise of such Warrants is exempt from the registration requirements of the Securities Act; provided further that, to the extent required by the managing underwriter of the Initial Public Offering, no Warrants may be exercised or transferred during the period from the date of the final prospectus for such Initial Public Offering until the date that is 180-days after such date. Any Warrants not exercised by 5:00 p.m., New York City time, on the Expiration Date shall expire and all rights of the Holders of such Warrants shall terminate. Additionally, pursuant to Section 4.1(j)(ii) hereof, the Warrants shall expire and all rights of the Holders of such Warrants shall terminate in the event the Company merges or consolidates with or sells all or substantially all of its property and assets to a Person (other than an Affiliate of the Company) if the consideration payable to holders of Common Stock in exchange for their Common Stock in connection with such merger, consolidation or sale consists solely of cash or in the event of the dissolution, liquidation or winding up of the Company.

Exercise; Restrictions on Exercise. The Warrants may be exercised, at the election of the Holder, at any time and from time to time on or after the date on which the Warrants are initially issued and prior to 5:00 p.m., New York City time on December 31, 2017 (“Expiration Date”). Each Warrant not exercised on or before the Expiration Date shall become void, and all rights thereunder and all rights in respect thereof under this Agreement shall cease at the close of business on the Expiration Date. The Company in its sole discretion may extend the duration of the Warrants by delaying the Expiration Date; provided, however, that the Company will provide notice to Holder or Holders of the Warrants of such extension of not less than 10 days.

Exercise; Restrictions on Exercise. At any time or from time to time, any outstanding Warrants may be exercised, in whole or in part, on any Business Day by the Holders thereof; PROVIDED, that the Warrant Registration Statement is, at the time of exercise, effective and available for the exercise of the Warrants or the exercise of such Warrants is exempt from the registration requirements of the Securities Act. Any Warrants not exercised by 5:00 p.m., New York City time, on the Expiration Date shall expire and all rights of the Holders of such Warrants shall terminate. Additionally, pursuant to Section 4.1(j)(ii) hereof and subject to the conditions set forth therein, the Warrants shall expire and all rights of the Holders of such Warrants shall terminate in the event the Company merges or consolidates with or sells all or substantially all of its property and assets to a Person (other than an Affiliate of the Company) if the consideration payable to holders of Common Stock in exchange for their Common Stock in connection with such merger, consolidation or sale consists solely of cash or in the event of the dissolution, liquidation or winding up of the Company.

Exercise; Restrictions on Exercise. (a) Each outstanding Tranche C Warrant may be exercised on any Business Day which is on or after its Issue Date and on or before the Expiration Date. Any Tranche C Warrants not exercised by 5:00 p.m., New York City time, on the Expiration Date shall expire and all rights thereunder and all rights in respect thereof under this Agreement shall automatically terminate at such time.

Exercise; Restrictions on Exercise. At any time after one year after the Closing Date and on or before the Expiration Date, any outstanding Warrants may be exercised on any Business Day; provided that the Warrants will become exercisable in connection with the initial public offering of equity securities (other than nonconvertible preferred shares or an offering registered solely on Form S-4 or S-8 or any successor form thereto) of the Company and provided further that the Warrant Registration Statement is, at the time of exercise, effective and available for the exercise of the Warrants or the exercise of such Warrants is exempt from the registration requirements of the Securities Act. Any Warrants not exercised by 5:00 p.m., New York City time, on the Expiration Date shall expire and all rights of the Holders of such Warrants shall terminate. Additionally, pursuant to Section 4.1(j)(ii) hereof, the Warrants shall expire and all rights of the Holders of such Warrants shall terminate in the event the Company merges or consolidates with or sells all or substantially all of its property and assets to a Person (other than an Affiliate of the Company) if the consideration payable to holders of Common Stock in exchange for their Common Stock in connection with such merger, consolidation or sale consists solely of cash or in the event of the dissolution, liquidation or winding up of the Company.

Exercise; Restrictions on Exercise. (a) At any time after six months from the Closing Date and on or before the Expiration Date, any outstanding Warrants may be exercised on any Business Day; provided that the Registration Statement is, at the time of exercise, effective and available or the exercise of such Warrants is exempt from the registration requirements of the Securities Act. Any Warrants not exercised by 5:00 p.m., New York City time, on the Expiration Date shall expire and all rights of the Holders of such Warrants shall terminate. Additionally, pursuant to Section 4.1(i)(ii) hereof, the Warrants may expire and all rights of the Holders of such Warrants shall terminate in the event Newco merges or consolidates with, or sells all or substantially all of its property and assets to, a Person (other than an Affiliate of Newco) if the consideration payable to holders of Common Shares in exchange for their Common Shares in connection with such merger, consolidation or sale consists solely of cash or in the event of the dissolution, liquidation or winding up of Newco. (b) In the event a Holder exercises its Warrants at a time when the Registration Statement is not effective and available, such Holder must furnish to the Warrant Agent and Newco such certifications, legal opinions or other information as either of them may reasonably require to confirm that such exercise is being made pursuant to an exemption from the registration requirements of the Securities Act.