CERTIFICATES; NO FRACTIONAL SHARES. As soon as practicable after conversion of this Note pursuant to Section 5, the Company at its sole expense will cause to be issued in the name of Holder and to be delivered to Holder, either (a) a certificate or certificates or (b) book-entry shares through the facilities of a transfer agent, in either case representing the number of shares to which Holder shall be entitled upon such conversion (bearing such legends as may be required by applicable state and federal securities laws and by any agreement between the Company and Holder, including the Purchase Agreement), together with any other securities and property to which Holder is entitled upon such conversion under the terms of this Note. No fractional shares shall be issued upon conversion of this Note. If upon any conversion of this Note, a fraction of a share would otherwise be issued, then in lieu of such fractional share, the Company shall pay to Holder an amount in cash equal to such fraction of a share multiplied by the applicable conversion price.
CERTIFICATES; NO FRACTIONAL SHARES. Subject to Section 2.2 above, as soon as practicable after conversion of a Loan pursuant to Section 2.1 above, Borrower at its expense will register such shares of Conversion Stock in Borrower’s stockholder register in the name of the applicable Lender and will cause to be issued in the name of such Lender and to be delivered to such Lender, a certificate or certificates for the number of shares of Conversion Stock to which such Lender shall be entitled upon such conversion (bearing such legends as may be required by applicable state and federal securities laws in the opinion of legal counsel of Borrower, by Borrower’s Certificate of Incorporation and Bylaws and by any agreement between Borrower and such Lender), together with any other securities and property to which such Lender is entitled upon such conversion under the terms of such Loan; provided that in the event that the conversion is effected upon an IPO, Borrower may issue uncertificated shares. No fractional shares shall be issued upon conversion of a Loan. If upon any conversion of a Loan, a fraction of a share would otherwise be issued, then in lieu of such fractional share, Borrower shall pay to the applicable Lender an amount in cash equal to such fraction of a share multiplied by the applicable Conversion Price.
CERTIFICATES; NO FRACTIONAL SHARES. As soon as practicable after conversion of this Note pursuant to Section 6, the Company at its expense will cause to be issued in the name of Holder and to be delivered to Holder, a certificate or certificates for the number of shares of Conversion Stock to which Holder shall be entitled upon such conversion (bearing such legends as may be required by applicable state and federal securities laws in the opinion of legal counsel of the Company, by the Parent’s Certificate of Incorporation and Bylaws and by any agreement between the Company and Holder), together with any other securities and property to which Xxxxxx is entitled upon such conversion under the terms of this Note. In any event, Holder shall not be entitled to receive any stock certificates representing the shares of Conversion Stock issuable upon conversion of this Note unless and until Xxxxxx has surrendered the original of this Note (or Lost Note Documentation where applicable). No fractional shares shall be issued upon conversion of this Note. If upon any conversion of this Note (and after aggregating the amounts of all other Notes held by the same Holder which are converted at the same time as this Note), a fraction of a share would otherwise be issued, then in lieu of such fractional share, the Company shall pay to Holder an amount in cash equal to such fraction of a share multiplied by the applicable Conversion Price.
CERTIFICATES; NO FRACTIONAL SHARES. The Company shall, as promptly as practicable, execute or cause to be executed and deliver to Lender or its nominee a certificate or certificates representing the aggregate number of Company Shares specified in the Company Share Payment Notice. The stock certificate or certificates so delivered shall be in such denominations as may be specified by the Lender (or its nominee) and shall be registered in the name of Lender (or such nominee) as specified in the Notice of Registered Holder. No fractional shares will be issued pursuant to this Agreement.
CERTIFICATES; NO FRACTIONAL SHARES. Subject to Section 6.5, as soon as practicable after conversion of this Note pursuant to Section 6.1, 6.2, 6.3 or 6.4, as applicable, the Company at its expense will cause to be issued in the name of Holder and to be delivered to Holder, a certificate or certificates for the number of shares of Conversion Stock to which Holder shall be entitled upon such conversion (bearing such legends as may be required by applicable state and federal securities laws in the opinion of legal counsel of the Company, by the Charter and the Company’s Bylaws and by any agreement between the Company and Holder), together with any other securities and property to which Hxxxxx is entitled upon such conversion under the terms of this Note. No fractional shares shall be issued upon conversion of this Note. If upon any conversion of this Note (and after aggregating the amounts of all other Notes held by the same Holder which are converted at the same time as this Note), a fraction of a share would otherwise be issued, then Hxxxxx agrees to forfeit any payment in cash or right to receive any fractional share.
CERTIFICATES; NO FRACTIONAL SHARES. As soon as practicable after conversion of this Note pursuant to Sections 2(a) – (b), the Issuer at its expense will cause to be issued in the name of Holder and to be delivered to Holder, a certificate or certificates for the number of shares of Conversion Securities (as defined below) to which Holder shall be entitled upon such conversion, together with any other securities and property to which Holder is entitled upon such conversion under the terms of this Note. No fractional shares shall be issued upon conversion of this Note. If upon any conversion of this Note, a fraction of a share would otherwise be issued, then in lieu of such fractional share, the Issuer shall pay to Holder an amount in cash equal to such fraction of a share multiplied by the applicable conversion price. If at the time of such conversion there are insufficient authorized shares of Conversion Securities to permit conversion of this Note in full as provided herein, then the Issuer shall take all corporate action necessary to authorize a sufficient number of shares of Conversion Securities to permit such conversion in full.
