information regarding applications and registrations to be updated after execution.
this warrant and any securities acquired upon exercise of this warrant have not been registered under the securities act of 1933, as amended, or the securities law of any state and may not be sold, transferred or otherwise disposed of except pursuant to an effective registration statement under such act and applicable state securities laws or pursuant to an applicable exemption to the registration requirements of such act and such laws. aaa, llc common stock purchase warrant no. w[ ] _________(m,d,y) void after _________(m,d,y) warrant to purchase_________ common units aaa, llc, a _________(state) limited liability corporation (the'company'), for value received, hereby certifies that the hhh partners (as defined in the llc agreement), or registered assigns (the 'holder'), is entitled to purchase from the company _________ duly authorized, validly issued, fully paid and nonassessable common units of the company (the 'common units'), at a purchase price of $,_________ per unit, at any time or from time to time prior to 5:00 p.m., _________ time, on _________(m,d,y) (the 'expiration date'), all subject to the terms, conditions and adjustments set forth below in this warrant (the 'warrant').
this warrant is issued in connection with the limited liability company agreement of the company (the 'llc agreement'). the warrant originally so issued evidences rights to purchase an aggregate of _________ common units subject to adjustment as provided herein. for purposes herein, prior to such time as an ipo shall occur, the term common stock shall mean common units, and subsequent to an ipo, the term common stock shall mean shares of the company as reorganized pursuant to an ipo. capitalized terms used herein and not otherwise defined herein shall have the meanings assigned such terms in the llc agreement.
1. definitions. as used herein, unless the context otherwise requires, the following terms shall have the meanings indicated:
'business day' shall mean any day other than a saturday or a sunday or a day on which commercial banking institutions in the city of _________ are authorized by law to be closed. any reference to 'days' (unless business days are specified) shall mean calendar days. 'commission' shall mean the securities and exchange commission or any successor agency having jurisdiction to enforce the securities act.'common units' shall have the meaning assigned to it in the introduction to this warrant, such term to include any stock into which such common unit shall have been changed or any stock resulting from any reclassification of such common unit, and all other stock of any class or classes (however designated) of the company the holders of which have the right, without limitation as to amount, either to all or to a share of the balance of current dividends and liquidating dividends after the payment of dividends and distributions on any shares entitled to preference.'company' shall have the meaning assigned to it in the introduction to this warrant, such term to include any corporation or other entity which shall succeed to or assume the obligations of the company hereunder in compliance with section 4.