Conditions to Early Conversion Clause Samples
Conditions to Early Conversion. The Corporation’s right of conversion set forth in Section 7(a) is subject to the fulfillment (or waiver by the Original Designated Preferred Stockholder with respect to items (iii), (iv) and (v) below) at or prior to the Early Conversion Date of each of the following conditions:
(i) the Corporation shall have requested and received from the Appropriate Federal Banking Agency all requisite approvals of the Early Conversion;
(ii) [Reserved.]
(iii) each of the conditions to closing set forth in Section 1.2(c) of that certain Investment Agreement (the “Investment Agreement”), dated as of April 29, 2010, between the Corporation, on the one hand, and ▇▇▇▇▇▇ ▇. ▇▇▇ Equity Fund VI, L.P., ▇▇▇▇▇▇ ▇. ▇▇▇ Parallel Fund VI, L.P. and ▇▇▇▇▇▇ ▇. ▇▇▇ Parallel (DT) Fund VI, L.P., on the other hand (collectively, the “Anchor Investor”), (other than those conditions set forth in Section 1.2(c)(2)(iii) (TARP Exchange) and Section 1.2(c)(2)(xvii) (Par Value Change)) shall have been fulfilled to the Anchor Investor’s reasonable satisfaction or, other than the condition pursuant to Section 1.2(c)(2)(vi) of the Investment Agreement, waived by the Anchor Investor;
(iv) the Original Designated Preferred Stockholder shall have received certificates signed on behalf of the Corporation by a senior executive officer and on behalf of the Anchor Investor by an authorized officer thereof certifying to the effect that each of the conditions to closing set forth in Section 1.2(c) of the Investment Agreement (other than those conditions set forth in Section 1.2(c)(2)(iii) (TARP Exchange) and Section 1.2(c)(2)(xvii) (Par Value Change)) have been satisfied or, other than the condition pursuant to Section 1.2(c)(2)(vi) of the Investment Agreement, waived; and
(v) the Corporation shall have made all applicable adjustments pursuant to Section 11 that are required to be made on or before the Early Conversion Date.
Conditions to Early Conversion. The Corporation’s right of conversion set forth in Section 7(a) is subject to the fulfillment (or waiver by the Original Designated Preferred Stockholder with respect to items (iii) and (iv) below) at or prior to the Early Conversion Date of each of the following conditions:
(i) the Corporation shall have requested and received from the Appropriate Federal Banking Agency all requisite approvals of the Early Conversion;
(ii) the Corporation shall be a “listed corporation” as defined in subdivision (d) of Section 301.5 of the California Corporations Code, both at the time of the Original Issue Date and on the Early Conversion Date;
(iii) the Proposed Charter Amendment shall have been approved by the Corporation’s stockholders, the Company shall have filed the Proposed Charter Amendment with the California Secretary of State, Business Programs Division, and such Proposed Charter Amendment shall be in full force and effect; and
(iv) the Corporation shall have made all applicable adjustments pursuant to Section 11 that are required to be made on or before the Early Conversion Date.
Conditions to Early Conversion. The Corporation’s right of conversion set forth in Section 7(a) is subject to the fulfillment (or waiver by the Original Designated Preferred Stockholder with respect to items (ii), (iii), (iv) and (v) below) at or prior to the Early Conversion Date of each of the following conditions:
(i) the Corporation shall have requested and received from the Appropriate Federal Banking Agency all requisite approvals of the Early Conversion;
(ii) either (i) not less than 100% of the aggregate liquidation value (or liquidation preference as the case may be) of the outstanding shares of Series A Preferred Stock of the Corporation and Series B Preferred Stock of the Corporation (collectively, the “Other Preferred Stock”) shall have been exchanged for shares of Common Stock or
Conditions to Early Conversion. The Corporation’s right of conversion set forth in Section 7(a) is subject to the fulfillment (or waiver by the Original Designated Preferred Stockholder with respect to items (ii), (iii) and (iv) below) at or prior to the Early Conversion Date of each of the following conditions:
(i) the Corporation shall have requested and received from the Appropriate Federal Banking Agency all requisite approvals of the Early Conversion;
(ii) at least $40 million aggregate original liquidation amount of trust preferred securities issued by IBC Capital Finance II, IBC Capital Finance III, IBC Capital Finance IV and Midwest Guaranty Trust I (the "Trust Preferred Securities") shall have been exchanged for Common Stock (the "TP Exchange");
(iii) the Corporation shall have closed one or more transactions in which investors other than the Original Designated Preferred Stockholder (each, an "Equity Investor") have collectively provided a minimum aggregate amount of $100 million in cash proceeds to the Corporation in exchange for Common Stock (each such investment by an Equity Investor, an "Equity Raise"); provided, however, that the terms of each such Equity Raise (other than the price per share of Common Stock issued by the Corporation in each such Equity Raise) shall be reasonably acceptable to the Original Designated Preferred Shareholder in its sole discretion; and
(iv) the Corporation shall have made all applicable adjustments pursuant to Section 11 that are required to be made on or before the Early Conversion Date.