Conversion at Holder’s Election Sample Clauses

Conversion at Holder’s Election. At any time after the six-month anniversary of the Closing Date and prior to the first to occur of (i) the fifth anniversary of the Closing Date or (ii) the consummation of a Change of Control, a Holder may elect to convert all or a portion of its Preferred Units into Common Units on a one-for-one basis, subject adjustment for splits, reverse splits, subdivisions, combinations and reclassifications of the Common Units; provided that any Holder electing conversion request the conversion of at least the lesser of (i) 100% of such Holder’s remaining Preferred Units or (ii) $1,000,000 of Preferred Units, based on the Unit Purchase Price.

Conversion at Holder’s Election. The Preferred Units will be convertible by the Holders in their sole discretion, in full or in part, into Common Units based on the Conversion Rate, which shall equal the $1,000 stated value of each Preferred Unit plus any accrued and unpaid distributions in respect thereof, divided by the Conversion Price of $10.15

Conversion at Holder’s Election. At any time prior to the Repayment Date, Holder at its option and upon prior written notice to the Company, may convert in whole or in part the then outstanding Principal and accrued but unpaid interest thereon (the “Debt”) into shares of common stock of the Company at the then applicable Conversion Price (as defined below). The “Conversion Price” shall initially be $0.25, but shall be subject to adjustment as set forth in Sections 3.3 and 3.4 below and for any stock dividends, combinations, splits, recapitalizations and the like after the date hereof. The form of this Debenture need not be changed because of any adjustment in the Conversion Price or in the number of shares of common stock issuable upon its conversion. Notwithstanding the foregoing, the number of shares of Company common stock that may be acquired by the Holder upon any conversion of the Debt shall be limited to the extent necessary to ensure that, following such conversion, the total number of shares of Company common stock then beneficially owned by the Holder and its affiliates and any other persons whose beneficial ownership of Company common stock would be aggregated with the Holder’s for purposes of Section 13(d) of the Exchange Act, does not exceed 4.999% of the total number of issued and outstanding shares of Company common stock (including for such purpose the shares of Company common stock issuable upon such conversion). For such purposes, beneficial ownership shall be determined in accordance with Section 13(d) of the Exchange Act and the rules and regulations thereunder. Notwithstanding the foregoing, the Holder may waive such limitation on conversion contained in this Section 3.1 or increase or decrease such limitation percentage to any other percentage as specified in a sixty (60) day prior written notice to the Company.

Conversion at Holder’s Election. The full Principal Amount shall, at the Holders election, be convertible at any time before the Maturity Date into a number of shares of the Company’s common stock, par value $0.001 per share (“Common Stock) equal to three percent (3%) of the number of shares of Common Stock of the Company issued and outstanding on the date of such conversion. Upon written notice of conversion from the Holder, the Company shall deliver a stock certificate representing the converted shares to the Holder within three business days of receipt of the conversion notice.

Conversion at Holder’s Election. The principal and accrued but unpaid interest under this Note (the “Aggregate Note Amount”) shall at any time after eighteen (18) months be convertible, at the Holder’s written election to the Issuers, into (i) shares of SEI Class B common stock, $0.01 par value per share (“Class B Common Stock”), or if the Class B Common Stock is no longer authorized and has been converted into another class of common stock as of the date of conversion of this Note, the class of common stock as then authorized (the class of stock issued under this Section 2(a), the “Common Stock”) and (ii) an equivalent number of membership units in Spark HoldCo, LLC (the “Units”). The Aggregate Note Amount shall be convertible into an equivalent number of shares of Common Stock and Units equal to the quotient of the Aggregate Note Amount divided by $14.00 (the “Conversion Formula”). For example, if the Aggregate Note Amount is equal to $5,000,000.00 and the Fair Market Value of SEI Class A Common Stock is $15.00, Holder would be entitled to receive (i) 357,142 shares of Common Stock in SEI, (ii) 357,142 Units in Spark HoldCo and (iii) $12.86 in cash for the fractional share of Common Stock that will be accounted for in accordance with Section 3(c) below.

Conversion at Holder’s Election. At any time prior to the earlier of the Maturity Date or the full repayment of this Note, the Holder may, by delivering written notice thereof to the Company, elect to convert all or any portion of the outstanding principal balance of this Note and all accrued and unpaid interest thereon into shares of Common Stock of the Company (“Common Stock”) at a conversion price of $3.984 per share (as proportionally adjusted for stock combinations, splits and the like with respect to the Common Stock after the date hereof).

Conversion at Holder’s Election. Each share of Convertible Preferred Stock shall be converted promptly upon the written election to so convert by holders of a majority in interest of the Convertible Preferred Stock into shares of Common Stock, initially at a conversion price equal to $9.00 per share of Common Stock, which price shall be adjusted as hereinafter provided (and, as so adjusted, is hereinafter sometimes referred to as the "Conversion Price"), with each share of Convertible Preferred Stock being valued for such purpose at $737.85.