Borrower Conversion Rights Clause Samples

Borrower Conversion Rights. Subject to adjustment as provided in Section 3.6 hereof, the Conversion Price per share shall be two dollars and fifty-five cents ($2.55) (the "Fixed Conversion Price"). In the event that the Common Stock trades on the principal trading exchange or market for the Common Stock (the "Principal Market") at a price greater than 120% of the Fixed Conversion Price for a period of at least eleven (11) consecutive trading days, then Borrower may, at its sole option, provide the Holder irrevocable written notice ("Call Notice") requiring the conversion at the Fixed Conversion Price (then in effect) of all or a portion of the Note held by the Holder (subject to the limitation provided for in Section 3.3 hereof) as of the date set forth in such Call Notice (the "Call Date"). The Call Date shall be at least two (2) trading days following the date of the Call Notice, provided a registration statement covering resales of that number of Conversion Shares provided for in the Call Notice has been declared effective and is available for use. The number of Conversion Shares to be issued in connection with any such conversion pursuant to a particular Call Notice pursuant to this Section 2.2 shall not exceed 30% of the aggregate dollar trading volume of the Common Stock for the eleven (11) trading days immediately preceding the Call Notice. If the price of the Common Stock falls below 110% of the Fixed Conversion Price during the ten (10) trading day period preceding the Call Date, then the Holder will be required to convert only such amount of the Note pursuant to such Call Notice as will equal thirty percent (30%) of the aggregate dollar trading volume for each day during such 10 day period that the closing price of the Common Stock was greater than one hundred ten percent (110%) of the then applicable Fixed Conversion Price. The Company shall not be permitted to give the Investor more than one Call Notice during any fifteen (15) day period.