Common use of SIGNATURE GUARANTEED BY Clause in Contracts

SIGNATURE GUARANTEED BY. ▇▇▇▇▇▇▇ ▇-▇ FORM OF FACE OF GLOBAL WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Global Warrant Certificate is held by The Depositary Trust Company (the “Depositary”) or its nominee in custody for the benefit of the beneficial owners hereof, and is not transferable to any Person under any circumstances except that (i) this Global Warrant Certificate may be exchanged in whole but not in part pursuant to Section 6(a) of the Warrant Agreement, (ii) this Global Warrant Certificate may be delivered to the Warrant Agent for cancellation pursuant to Section 6(h) of the Warrant Agreement and (iii) this Global Warrant Certificate may not be transferred to a successor Depositary except pursuant to Section 6(e) of the Warrant Agreement. Unless this Global Warrant Certificate is presented by an authorized representative of the Depositary to the Company or the Warrant Agent for registration of transfer, exchange or payment and any certificate issued is registered in the name of Cede & Co. or such other entity as is requested by an authorized representative of the Depositary (and any payment hereon is made to Cede & Co. or to such other entity as is requested by an authorized representative of the Depositary), any transfer, pledge or other use hereof for value or otherwise by or to any Person is wrongful because the registered owner hereof, Cede & Co., has an interest herein. Transfers of this Global Warrant Certificate shall be limited to transfers in whole, but not in part, to nominees of the Depositary or to a successor thereof or such successor’s nominee, and transfers of portions of this Global Warrant Certificate shall be limited to transfers made in accordance with the restrictions set forth in Section 6 of the Warrant Agreement. No registration or transfer of the securities issuable pursuant to the Warrant will be recorded on the books of the Company until such provisions have been complied with. CUSIP No. [•] No. WARRANT TO PURCHASE SHARES OF COMMON STOCK AVEO PHARMACEUTICALS, INC. GLOBAL WARRANT TO PURCHASE COMMON STOCK FORM OF FACE OF WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Warrant Certificate (“Warrant Certificate”) certifies that or its registered assigns is the registered holder of a Warrant (the “Warrant”) of AVEO Pharmaceuticals, Inc. a Delaware corporation (the “Company”), to purchase the number of shares (the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”) of the Company set forth above. This warrant expires on July 15, 2019 (such date, the “Expiration Date”), and entitles the holder to purchase from the Company the number of fully paid and non-assessable Shares set forth above at the exercise price (the “Exercise Price”) multiplied by the number of Shares set forth above (the “Exercise Amount”), payable to the Company either by certified or official bank or bank cashiers check payable to the order of the Company, or by wire transfer in immediately available funds of the Exercise Amount to an account of the Warrant Agent specified in writing by the Warrant Agent for such purpose, no later than 5:00 p.m. New York City time, on the Business Day immediately prior to the settlement date, which settlement date is two Business Days after a Warrant Exercise Notice is delivered (the “Settlement Date”). The initial Exercise Price shall be $3.00. The Exercise Price and the number of Shares purchasable upon exercise of this Warrant are subject to adjustment upon the occurrence of certain events as set forth in the Warrant Agreement. No Warrant may be exercised prior to the Distribution Date or after the Expiration Date; provided, however, that Warrants are only exercisable if (i) a shelf registration statement covering the issuance of the Shares to the holders upon exercise of the Warrants is effective under the Securities Act and (ii) the Shares are qualified for sale or exempt from qualification under the applicable securities laws of the states or other jurisdictions in which such holders reside. After the Expiration Date, the Warrants will become wholly void and of no value. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS WARRANT CERTIFICATE SET FORTH ON THE REVERSE HEREOF. SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH AT THIS PLACE. This Warrant Certificate shall not be valid unless countersigned by the Warrant Agent.

Appears in 1 contract

Sources: Warrant Agreement

SIGNATURE GUARANTEED BY. ▇▇▇▇▇▇▇ ▇Signatures must be guaranteed by a participant in the Securities Transfer Agent Medallion Program, the Stock Exchanges Medallion Program or the New York Stock Exchange, Inc. Medallion Signature Program. Countersigned: Dated: _____________________, 20___ AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Warrant Agent Signature Authorized Signatory The undersigned hereby irrevocably elects to exercise the right, represented by __________________Warrants held for its benefit through the book-▇ FORM OF FACE OF GLOBAL WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Global Warrant Certificate is held by entry facilities of The Depositary Depository Trust Company (the “Depositary“ Depositary ) or its nominee in custody ), to purchase Warrant Shares and (check one): ☐ herewith tenders payment for the benefit of the beneficial owners hereof, and is not transferable to any Person under any circumstances except that (i) this Global Warrant Certificate may be exchanged in whole but not in part pursuant to Section 6(a) ____________________ of the Warrant Agreement, (ii) this Global Warrant Certificate may be delivered Shares to the Warrant Agent for cancellation pursuant to Section 6(h) order of BioScrip, Inc. in the amount of $ _________________ in accordance with the terms of the Warrant Agreement and (iii) this Global Warrant; or ☐ This exercise and election shall ☐ be immediately effective or ☐ shall be effective as of 5:00 pm., New York time, on ______________________. The undersigned requests that the Warrant Certificate may not be transferred to a successor Depositary except pursuant to Section 6(e) Shares issuable upon exercise of the Warrant Agreement. Unless this Global Warrant Certificate is presented by an Warrants be in registered form in the authorized representative of denominations, registered in such names and delivered, all as specified in accordance with the Depositary to the Company or instructions set forth below; provided, that if the Warrant Agent for registration of transferShares are evidenced by global securities, exchange or payment and any certificate issued is the Warrant Shares shall be registered in the name of Cede & Co. or such other entity as is requested by an authorized representative of the Depositary (and any payment hereon is made to Cede & Co. or to such other entity as is requested by an authorized representative of the Depositary), any transfer, pledge or other use hereof for value or otherwise by or to any Person is wrongful because the registered owner hereof, Cede & Co., has an interest herein. Transfers of this Global Warrant Certificate shall be limited to transfers in whole, but not in part, to nominees of the Depositary or to a successor thereof or such successor’s its nominee, and transfers of portions of this Global Warrant Certificate shall be limited to transfers made in accordance with the restrictions set forth in Section 6 of the Warrant Agreement. No registration or transfer of the securities issuable pursuant to the Warrant will be recorded on the books of the Company until such provisions have been complied with. CUSIP No. [•] No. WARRANT TO PURCHASE SHARES OF COMMON STOCK AVEO PHARMACEUTICALS, INC. GLOBAL WARRANT TO PURCHASE COMMON STOCK FORM OF FACE OF WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Warrant Certificate (“Warrant Certificate”) certifies that or its registered assigns is the registered holder of a Warrant (the “Warrant”) of AVEO Pharmaceuticals, Inc. a Delaware corporation (the “Company”), to purchase the number of shares (the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”) of the Company set forth above. This warrant expires on July 15, 2019 (such date, the “Expiration Date”), and entitles the holder to purchase from the Company the number of fully paid and non-assessable Shares set forth above at the exercise price (the “Exercise Price”) multiplied by the number of Shares set forth above (the “Exercise Amount”), payable to the Company either by certified or official bank or bank cashiers check payable to the order of the Company, or by wire transfer in immediately available funds of the Exercise Amount to an account of the Warrant Agent specified in writing by the Warrant Agent for such purpose, no later than 5:00 p.m. New York City time, on the Business Day immediately prior to the settlement date, which settlement date is two Business Days after a Warrant Exercise Notice is delivered (the “Settlement Date”). The initial Exercise Price shall be $3.00. The Exercise Price and the number of Shares purchasable upon exercise of this Warrant are subject to adjustment upon the occurrence of certain events as set forth in the Warrant Agreement. No Warrant may be exercised prior to the Distribution Date or after the Expiration Date; provided, however, that Warrants are only exercisable if (i) a shelf registration statement covering the issuance of the Shares to the holders upon exercise of the Warrants is effective under the Securities Act and (ii) the Shares are qualified for sale or exempt from qualification under the applicable securities laws of the states or other jurisdictions in which such holders reside. After the Expiration Date, the Warrants will become wholly void and of no value. REFERENCE IS HEREBY MADE Dated: __________________ NOTE: THIS EXERCISE NOTICE MUST BE DELIVERED TO THE FURTHER PROVISIONS OF THIS WARRANT CERTIFICATE SET FORTH AGENT, PRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE REVERSE HEREOFEXPIRATION DATE. SUCH FURTHER PROVISIONS THE WARRANT AGENT SHALL FOR ALL PURPOSES HAVE NOTIFY YOU (THROUGH THE SAME EFFECT AS THOUGH FULLY SET FORTH CLEARING SYSTEM) OF (1) THE WARRANT AGENT’S ACCOUNT AT THIS PLACETHE DEPOSITARY TO WHICH YOU MUST DELIVER YOUR WARRANTS ON THE EXERCISE DATE AND (2) THE ADDRESS, PHONE NUMBER AND FACSIMILE NUMBER WHERE YOU CAN CONTACT THE WARRANT AGENT AND TO WHICH WARRANT EXERCISE NOTICES ARE TO BE SUBMITTED. This Warrant Certificate shall not be valid unless countersigned by the Warrant Agent.NAME OF DIRECT PARTICIPANT IN THE DEPOSITARY: (PLEASE PRINT) SOCIAL SECURITY OR OTHER TAXPAYER IDENTIFICATION NUMBER (IF APPLICABLE): ACCOUNT FROM WHICH WARRANTS ARE BEING DELIVERED:

Appears in 1 contract

Sources: Common Stock Warrant Agreement (BioScrip, Inc.)

SIGNATURE GUARANTEED BY. ▇▇▇▇▇▇▇ ▇Signatures must be guaranteed by a participant in the Securities Transfer Agent Medallion Program, the Stock Exchanges Medallion Program or the New York Stock Exchange, Inc. Medallion Signature Program. Countersigned: Dated: _____________________, 20___ AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Warrant Agent Signature Authorized Signatory EXHIBIT B-2 EXERCISE FORM FOR BENEFICIAL HOLDERS HOLDING WARRANTS THROUGH THE DEPOSITORY TRUST COMPANY TO BE COMPLETED BY DIRECT PARTICIPANT IN THE DEPOSITORY TRUST COMPANY (To be executed upon exercise of Warrant) The undersigned hereby irrevocably elects to exercise the right, represented by __________________Warrants held for its benefit through the book-▇ FORM OF FACE OF GLOBAL WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Global Warrant Certificate is held by entry facilities of The Depositary Depository Trust Company (the “Depositary“ Depositary ) or its nominee in custody ), to purchase Warrant Shares and (check one): ☐ herewith tenders payment for the benefit of the beneficial owners hereof, and is not transferable to any Person under any circumstances except that (i) this Global Warrant Certificate may be exchanged in whole but not in part pursuant to Section 6(a) ____________________ of the Warrant Agreement, (ii) this Global Warrant Certificate may be delivered Shares to the Warrant Agent for cancellation pursuant to Section 6(h) order of BioScrip, Inc. in the amount of $ _________________ in accordance with the terms of the Warrant Agreement and (iii) this Global Warrant; or ☐ This exercise and election shall ☐ be immediately effective or ☐ shall be effective as of 5:00 pm., New York time, on ______________________. The undersigned requests that the Warrant Certificate may not be transferred to a successor Depositary except pursuant to Section 6(e) Shares issuable upon exercise of the Warrant Agreement. Unless this Global Warrant Certificate is presented by an Warrants be in registered form in the authorized representative of denominations, registered in such names and delivered, all as specified in accordance with the Depositary to the Company or instructions set forth below; provided, that if the Warrant Agent for registration of transferShares are evidenced by global securities, exchange or payment and any certificate issued is the Warrant Shares shall be registered in the name of Cede & Co. or such other entity as is requested by an authorized representative of the Depositary (and any payment hereon is made to Cede & Co. or to such other entity as is requested by an authorized representative of the Depositary), any transfer, pledge or other use hereof for value or otherwise by or to any Person is wrongful because the registered owner hereof, Cede & Co., has an interest herein. Transfers of this Global Warrant Certificate shall be limited to transfers in whole, but not in part, to nominees of the Depositary or to a successor thereof or such successor’s its nominee. Dated: __________________ NOTE: THIS EXERCISE NOTICE MUST BE DELIVERED TO THE WARRANT AGENT, and transfers of portions of this Global Warrant Certificate shall be limited to transfers made in accordance with the restrictions set forth in Section 6 of the Warrant AgreementPRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE. No registration or transfer of the securities issuable pursuant to the Warrant will be recorded on the books of the Company until such provisions have been complied withTHE WARRANT AGENT SHALL NOTIFY YOU (THROUGH THE CLEARING SYSTEM) OF (1) THE WARRANT AGENT’S ACCOUNT AT THE DEPOSITARY TO WHICH YOU MUST DELIVER YOUR WARRANTS ON THE EXERCISE DATE AND (2) THE ADDRESS, PHONE NUMBER AND FACSIMILE NUMBER WHERE YOU CAN CONTACT THE WARRANT AGENT AND TO WHICH WARRANT EXERCISE NOTICES ARE TO BE SUBMITTED. CUSIP No. [•] NoNAME OF DIRECT PARTICIPANT IN THE DEPOSITARY: (PLEASE PRINT) WARRANT EXERCISE NOTICES WILL ONLY BE VALID IF DELIVERED IN ACCORDANCE WITH THE INSTRUCTIONS SET FORTH IN THIS NOTIFICATION (OR AS OTHERWISE DIRECTED), MARKED TO THE ATTENTION OF “WARRANT EXERCISE”. WARRANT TO PURCHASE SHARES OF COMMON STOCK AVEO PHARMACEUTICALSHOLDER DELIVERING WARRANTS, INC. GLOBAL WARRANT TO PURCHASE COMMON STOCK FORM OF FACE OF WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Warrant Certificate (“Warrant Certificate”) certifies that or its registered assigns is the registered holder of a Warrant (the “Warrant”) of AVEO Pharmaceuticals, Inc. a Delaware corporation (the “Company”), to purchase the number of shares (the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”) of the Company set forth above. This warrant expires on July 15, 2019 (such date, the “Expiration Date”), and entitles the holder to purchase from the Company the number of fully paid and non-assessable Shares set forth above at the exercise price (the “Exercise Price”) multiplied by the number of Shares set forth above (the “Exercise Amount”), payable to the Company either by certified or official bank or bank cashiers check payable to the order of the Company, or by wire transfer in immediately available funds of the Exercise Amount to an account of the Warrant Agent specified in writing by the Warrant Agent for such purpose, no later than 5:00 p.m. New York City time, on the Business Day immediately prior to the settlement date, which settlement date is two Business Days after a Warrant Exercise Notice is delivered (the “Settlement Date”). The initial Exercise Price shall be $3.00. The Exercise Price and the number of Shares purchasable upon exercise of this Warrant are subject to adjustment upon the occurrence of certain events as set forth in the Warrant Agreement. No Warrant may be exercised prior to the Distribution Date or after the Expiration Date; provided, however, that Warrants are only exercisable if (i) a shelf registration statement covering the issuance of the Shares to the holders upon exercise of the Warrants is effective under the Securities Act and (ii) the Shares are qualified for sale or exempt from qualification under the applicable securities laws of the states or other jurisdictions in which such holders reside. After the Expiration Date, the Warrants will become wholly void and of no value. REFERENCE IS HEREBY MADE TO IF OTHER THAN THE FURTHER PROVISIONS OF DIRECT DTC PARTICIPANT DELIVERING THIS WARRANT CERTIFICATE SET FORTH ON THE REVERSE HEREOF. SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH AT THIS PLACE. This Warrant Certificate shall not be valid unless countersigned by the Warrant Agent.EXERCISE NOTICE: (PLEASE PRINT) (PLEASE PRINT)

Appears in 1 contract

Sources: Common Stock Warrant Agreement

SIGNATURE GUARANTEED BY. ▇▇▇▇▇▇▇ ▇-▇ THE SIGNATURE MUST BE GUARANTEED BY AN ELIGIBLE GUARANTOR, INSTITUTION BANK, STOCKBROKER, SAVINGS AND LOAN ASSOCIATION OR CREDIT UNION WITH MEMBERSHIP IN AN APPROVED SIGNATURE GUARANTEE MEDALLION PROGRAM, PURSUANT TO S.E.C. RULE 17Ad-15. EXHIBIT B-2 [FORM OF FACE ELECTION TO EXERCISE WARRANT FOR HOLDERS HOLDING WARRANTS THROUGH BOOK-ENTRY FACILITIES OF GLOBAL THE DEPOSITORY TRUST COMPANY WHEN EXERCISE OF WARRANT CERTIFICATE VOID AFTER JULY 15WILL OCCUR THROUGH SUCH FACILITIES] [TO BE COMPLETED BY DIRECT PARTICIPANT IN THE DEPOSITORY TRUST COMPANY] EXIDE TECHNOLOGIES Warrants to Purchase _______ Shares of Common Stock (TO BE EXECUTED UPON EXERCISE OF THE WARRANT) The undersigned hereby irrevocably elects to exercise the right, 2019 This Global Warrant Certificate is represented by ________ Warrants held by for its benefit through the book-entry facilities of The Depositary Depository Trust Company (the "Depositary”) or its nominee in custody for the benefit of the beneficial owners hereof, and is not transferable to any Person under any circumstances except that (i) this Global Warrant Certificate may be exchanged in whole but not in part pursuant to Section 6(a) of the Warrant Agreement, (ii) this Global Warrant Certificate may be delivered to the Warrant Agent for cancellation pursuant to Section 6(h) of the Warrant Agreement and (iii) this Global Warrant Certificate may not be transferred to a successor Depositary except pursuant to Section 6(e) of the Warrant Agreement. Unless this Global Warrant Certificate is presented by an authorized representative of the Depositary to the Company or the Warrant Agent for registration of transfer, exchange or payment and any certificate issued is registered in the name of Cede & Co. or such other entity as is requested by an authorized representative of the Depositary (and any payment hereon is made to Cede & Co. or to such other entity as is requested by an authorized representative of the Depositary), any transfer, pledge or other use hereof for value or otherwise by or to any Person is wrongful because the registered owner hereof, Cede & Co., has an interest herein. Transfers of this Global Warrant Certificate shall be limited to transfers in whole, but not in part, to nominees of the Depositary or to a successor thereof or such successor’s nominee, and transfers of portions of this Global Warrant Certificate shall be limited to transfers made in accordance with the restrictions set forth in Section 6 of the Warrant Agreement. No registration or transfer of the securities issuable pursuant to the Warrant will be recorded on the books of the Company until such provisions have been complied with. CUSIP No. [•] No. WARRANT TO PURCHASE SHARES OF COMMON STOCK AVEO PHARMACEUTICALS, INC. GLOBAL WARRANT TO PURCHASE COMMON STOCK FORM OF FACE OF WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Warrant Certificate (“Warrant Certificate”) certifies that or its registered assigns is the registered holder of a Warrant (the “Warrant”) of AVEO Pharmaceuticals, Inc. a Delaware corporation (the “Company”"), to purchase the number ________ newly issued shares of shares Common Stock of Exide Technologies (the “Shares”"Company") of common stock, par value $0.001 per share (the “Common Stock”) of the Company set forth above. This warrant expires on July 15, 2019 (such date, the “Expiration Date”), and entitles the holder to purchase from the Company the number of fully paid and non-assessable Shares set forth above at the exercise price (the “Exercise Price”) multiplied by the number of Shares set forth above (the “Exercise Amount”), payable to the Company either by certified or official bank or bank cashiers check payable to the order of the Company, or by wire transfer in immediately available funds of the Exercise Amount to an account of the Warrant Agent specified in writing by the Warrant Agent for such purpose, no later than 5:00 p.m. New York City time, on the Business Day immediately prior to the settlement date, which settlement date is two Business Days after a Warrant Exercise Notice is delivered (the “Settlement Date”). The initial Exercise Price shall be of $3.00. The Exercise Price and the number of Shares purchasable upon exercise of this Warrant are subject to adjustment upon the occurrence of certain events as set forth in the Warrant Agreement. No Warrant may be exercised prior to the Distribution Date or after the Expiration Date; provided, however, that Warrants are only exercisable if (i) a shelf registration statement covering the issuance of the Shares to the holders upon exercise of the Warrants is effective under the Securities Act and (ii) the Shares are qualified for sale or exempt from qualification under the applicable securities laws of the states or other jurisdictions in which such holders reside. After the Expiration Date, the Warrants will become wholly void and of no value. REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS WARRANT CERTIFICATE SET FORTH ON THE REVERSE HEREOF. SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH AT THIS PLACE. This Warrant Certificate shall not be valid unless countersigned by the Warrant Agent________ per share.

Appears in 1 contract

Sources: Warrant Agreement (Exide Technologies)

SIGNATURE GUARANTEED BY. ▇▇▇▇▇▇▇ ▇Signatures must be guaranteed by a participant in the Securities Transfer Agent Medallion Program, the Stock Exchanges Medallion Program or the New York Stock Exchange, Inc. Medallion Signature Program. Countersigned: Dated: _____________________, 20___ AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Warrant Agent Signature Authorized Signatory The undersigned hereby irrevocably elects to exercise the right, represented by __________________Warrants held for its benefit through the book-▇ FORM OF FACE OF GLOBAL WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Global Warrant Certificate is held by entry facilities of The Depositary Depository Trust Company (the “Depositary“ Depositary ) or its nominee in custody ), to purchase Warrant Shares and (check one): ☐ herewith tenders payment for the benefit of the beneficial owners hereof, and is not transferable to any Person under any circumstances except that (i) this Global Warrant Certificate may be exchanged in whole but not in part pursuant to Section 6(a) ____________________ of the Warrant Agreement, (ii) this Global Warrant Certificate may be delivered Shares to the Warrant Agent for cancellation pursuant to Section 6(h) order of BioScrip, Inc. in the amount of $ _________________ in accordance with the terms of the Warrant Agreement and (iii) this Global Warrant; or ☐ This exercise and election shall ☐ be immediately effective or ☐ shall be effective as of 5:00 pm., New York time, on ______________________. The undersigned requests that the Warrant Certificate may not be transferred to a successor Depositary except pursuant to Section 6(e) Shares issuable upon exercise of the Warrant Agreement. Unless this Global Warrant Certificate is presented by an Warrants be in registered form in the authorized representative of denominations, registered in such names and delivered, all as specified in accordance with the Depositary to the Company or instructions set forth below; provided, that if the Warrant Agent for registration of transferShares are evidenced by global securities, exchange or payment and any certificate issued is the Warrant Shares shall be registered in the name of Cede & Co. or such other entity as is requested by an authorized representative of the Depositary (and any payment hereon is made to Cede & Co. or to such other entity as is requested by an authorized representative of the Depositary), any transfer, pledge or other use hereof for value or otherwise by or to any Person is wrongful because the registered owner hereof, Cede & Co., has an interest herein. Transfers of this Global Warrant Certificate shall be limited to transfers in whole, but not in part, to nominees of the Depositary or to a successor thereof or such successor’s its nominee. Dated: __________________ NOTE: THIS EXERCISE NOTICE MUST BE DELIVERED TO THE WARRANT AGENT, and transfers of portions of this Global Warrant Certificate shall be limited to transfers made in accordance with the restrictions set forth in Section 6 of the Warrant AgreementPRIOR TO 5:00 P.M., NEW YORK CITY TIME, ON THE EXPIRATION DATE. No registration or transfer of the securities issuable pursuant to the Warrant will be recorded on the books of the Company until such provisions have been complied withTHE WARRANT AGENT SHALL NOTIFY YOU (THROUGH THE CLEARING SYSTEM) OF (1) THE WARRANT AGENT’S ACCOUNT AT THE DEPOSITARY TO WHICH YOU MUST DELIVER YOUR WARRANTS ON THE EXERCISE DATE AND (2) THE ADDRESS, PHONE NUMBER AND FACSIMILE NUMBER WHERE YOU CAN CONTACT THE WARRANT AGENT AND TO WHICH WARRANT EXERCISE NOTICES ARE TO BE SUBMITTED. CUSIP No. [•] NoNAME OF DIRECT PARTICIPANT IN THE DEPOSITARY: (PLEASE PRINT) ACCOUNT FROM WHICH WARRANTS ARE BEING DELIVERED: WARRANT EXERCISE NOTICES WILL ONLY BE VALID IF DELIVERED IN ACCORDANCE WITH THE INSTRUCTIONS SET FORTH IN THIS NOTIFICATION (OR AS OTHERWISE DIRECTED), MARKED TO THE ATTENTION OF “WARRANT EXERCISE”. WARRANT TO PURCHASE SHARES OF COMMON STOCK AVEO PHARMACEUTICALSHOLDER DELIVERING WARRANTS, INC. GLOBAL WARRANT TO PURCHASE COMMON STOCK FORM OF FACE OF WARRANT CERTIFICATE VOID AFTER JULY 15, 2019 This Warrant Certificate (“Warrant Certificate”) certifies that or its registered assigns is the registered holder of a Warrant (the “Warrant”) of AVEO Pharmaceuticals, Inc. a Delaware corporation (the “Company”), to purchase the number of shares (the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”) of the Company set forth above. This warrant expires on July 15, 2019 (such date, the “Expiration Date”), and entitles the holder to purchase from the Company the number of fully paid and non-assessable Shares set forth above at the exercise price (the “Exercise Price”) multiplied by the number of Shares set forth above (the “Exercise Amount”), payable to the Company either by certified or official bank or bank cashiers check payable to the order of the Company, or by wire transfer in immediately available funds of the Exercise Amount to an account of the Warrant Agent specified in writing by the Warrant Agent for such purpose, no later than 5:00 p.m. New York City time, on the Business Day immediately prior to the settlement date, which settlement date is two Business Days after a Warrant Exercise Notice is delivered (the “Settlement Date”). The initial Exercise Price shall be $3.00. The Exercise Price and the number of Shares purchasable upon exercise of this Warrant are subject to adjustment upon the occurrence of certain events as set forth in the Warrant Agreement. No Warrant may be exercised prior to the Distribution Date or after the Expiration Date; provided, however, that Warrants are only exercisable if (i) a shelf registration statement covering the issuance of the Shares to the holders upon exercise of the Warrants is effective under the Securities Act and (ii) the Shares are qualified for sale or exempt from qualification under the applicable securities laws of the states or other jurisdictions in which such holders reside. After the Expiration Date, the Warrants will become wholly void and of no value. REFERENCE IS HEREBY MADE TO IF OTHER THAN THE FURTHER PROVISIONS OF DIRECT DTC PARTICIPANT DELIVERING THIS WARRANT CERTIFICATE SET FORTH ON THE REVERSE HEREOF. SUCH FURTHER PROVISIONS SHALL FOR ALL PURPOSES HAVE THE SAME EFFECT AS THOUGH FULLY SET FORTH AT THIS PLACE. This Warrant Certificate shall not be valid unless countersigned by the Warrant Agent.EXERCISE NOTICE: (PLEASE PRINT)

Appears in 1 contract

Sources: Common Stock Warrant Agreement (BioScrip, Inc.)