Exercise Default definition

Exercise Default the Holder shall have the right to receive from the Company an amount equal to (i) (N/365) multiplied by (ii) the aggregate Exercise Price of the Warrant Shares which are the subject of such Exercise Default multiplied by (iii) the lower of eighteen percent (18%) and the maximum rate permitted by applicable law or by the applicable rules or regulations of any Governmental Agency (the “Default Interest Rate”), where “N” equals the number of days elapsed between the original Delivery Date of such Warrant Shares (or from such fifth Business Day in the event of a failure to remove a legend from outstanding Warrant Shares) and the date on which such Exercise Default has been cured. In the event that shares of Common Stock are purchased by or on behalf of the Holder in order to make delivery on a sale effected in anticipation of receiving Warrant Shares upon an exercise, and there is an Exercise Default with respect to such exercise, the Holder shall have the right to receive from the Company, in addition to the foregoing amounts, (i) the aggregate amount paid by or on behalf of the Holder for such shares of Common Stock minus (ii) the aggregate amount of net proceeds, if any, received by the Holder from the sale of the Warrant Shares issued by the Company pursuant to such exercise after such shares are actually delivered to the Holder. Amounts payable under this Section 3(a) shall be paid to the Holder in immediately available funds on or before the second (2nd) Business Day following written notice from the Holder to the Company.
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Exercise Default means the Company’s (A) failure to cure an Exercise Failure within five (5) Trading Days after the applicable Share Delivery Date or (B) notice, written or oral, to the Holder or any holder of other SPA Warrants or Series B Warrants, including by way of public announcement or through any of its agents, at any time, of its intention not to comply with a request for exercise of this Warrant, the other SPA Warrants or the Series B Warrants into shares of Common Stock that is tendered in accordance with the provisions of the Warrants, other than pursuant to Section 1(f) of this Warrant (and analogous provisions in the other SPA Warrants and the Series SA Warrant).
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Exercise Default. PAYMENTS") for an Exercise Default in the amount of (a) .24, multiplied by (b) the Market Value (as defined in Section 5 hereof) on the date of the Exercise Default of the Warrant Shares which would have been issuable upon exercise of the Excess Amount, multiplied by (c) (N/365), where N = the number of days from the day the holder submits an Exercise Agreement giving rise to an Exercise Default (the "EXERCISE DEFAULT DATE") to the date (the "AUTHORIZATION DATE") that the Company authorizes a sufficient number of shares of Common Stock to effect the exercise in full of the Warrants. The Company shall send notice to the holder of the authorization of additional shares of Common Stock, the Authorization Date and the amount of the holder's accrued Exercise Default Payments. The accrued Exercise Default Payment for each calendar month shall be paid in cash or shall be convertible into Common Stock at the applicable Market Price, at the holder's option, as follows:
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Examples of Exercise Default in a sentence

  • In the event of such Exercise Default and delivery of an Exercise Default Notice, the Holder shall retain all of the Holder’s rights and remedies with respect to the Company’s failure to deliver such Warrant Shares (including without limitation the right to receive the cash payments specified in Section 3(a) above).

  • In the event Holder elects to convert all or any portion of the Exercise Default Payments into Common Stock, Holder shall indicate on a Notice of Exercise such portion of the Exercise Default Payments which Holder elects to so convert and such exercise shall otherwise be effected in accordance with the provisions of Article II.

  • The accrued Exercise Default Payment for each calendar month shall be paid in cash and shall be made to the holder by the fifth day of the month following the month in which it has accrued.

  • The Company shall send notice to the holder of the authorization of additional shares of Common Stock, the Authorization Date and the amount of holder's accrued Exercise Default Payments.

  • In all cases, Holder shall retain all of its rights and remedies (including, without limitation, (i) the right to receive Exercise Default Payments pursuant to Article IV.A to the extent required thereby for such Exercise Default and any subsequent Exercise Default and (ii) the right to have the Exercise Price with respect to subsequent exercises determined in accordance with Article IV.B) for the Corporation's failure to honor the exercise of this Warrant.

  • If there shall occur an Exercise Default of the type described in clause (y) of Article IV.A., then the Fixed Exercise Price with respect to any exercise thereafter shall be the lowest Exercise Price in effect at any time during the period beginning on, and including, the date of the occurrence of such Exercise Default through and including the Default Cure Date.

  • In the event of such Exercise Default and delivery of an Exercise Default Notice, the Holder shall retain all of the Holder's rights and remedies with respect to the Company's failure to deliver such Warrant Shares (including without limitation the right to receive the cash payments specified in Section 3(a) above).

  • The accrued Exercise Default Payment for each calendar month shall be paid in cash and shall be made to holder by the fifth day of the month following the month in which it has accrued.

  • Whenever the Corporation is required to make any cash payment to Holder under this Warrant (as an Exercise Default Payment or otherwise), such cash payment shall be made to Holder within five (5) business days after delivery by Holder of a notice specifying that Holder elects to receive such payment in cash and the method (e.g., by check, wire transfer) in which such payment should be made.

  • The accrued Exercise Default Payment for each calendar month shall be paid in cash and shall be made to the Holder by the fifth day of the month following the month in which it has accrued.


More Definitions of Exercise Default

Exercise Default has the meaning set forth in Section 3(c) of this Warrant.
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Related to Exercise Default

  • Exercise Termination Event (i) the Effective Time (as defined in the Merger Agreement) of the Merger; (ii) termination of the Merger Agreement in accordance with the provisions thereof if such termination occurs prior to the occurrence of an Initial Triggering Event, except a termination by Grantee pursuant to Section 8.1(d) of the Merger Agreement (unless the breach by Issuer giving rise to such right of termination is non-volitional); or (iii) the passage of 12 months after termination of the Merger Agreement if such termination follows the occurrence of an Initial Triggering Event or is a termination by Grantee pursuant to Section 8.1(d) of the Merger Agreement (unless the breach by Issuer giving rise to such right of termination is non-volitional) (provided that if an Initial Triggering Event continues or occurs beyond such termination and prior to the passage of such 12-month period, the Exercise Termination Event shall be 12 months from the expiration of the Last Triggering Event but in no event more than 18 months after such termination). The "Last Triggering Event" shall mean the last Initial Triggering Event to expire. The term "Holder" shall mean the holder or holders of the Option.

  • Lease Default means any event or condition which, with the lapse of time or the giving of notice, or both, would constitute a Lease Event of Default.

  • Exercise Event shall have the meaning ascribed to such term in Section 2(c).

  • Default Event means an event or circumstance which leads Operator to determine that a Venue User is or appears to be unable or likely to become unable to meet its obligations in respect of an Order or Transaction or to comply with any other obligation under an Agreement or Applicable Law.

  • Potential Event of Default means any event which, with the giving of notice or the lapse of time or both, would constitute an Event of Default.