Common use of Conversion by the Holder Clause in Contracts

Conversion by the Holder. At any time prior to the Maturity Date, the Holder shall have the right to convert the unpaid principal and accrued interest owing under this Note, in whole or in part, into fully-paid and non-assessable restricted shares of common stock of the Company at the Conversion Price. The number of such shares of common stock that Holder shall be entitled to receive, and shall receive, upon such conversion shall be determined by dividing the amount of unpaid principal and accrued interest under this Note so being converted by the Conversion Price, with interest computed as of the Voluntary Conversion Date (defined below). The Holder’s election to convert this Note, in whole or in part, shall be irrevocable. The Holder shall exercise its right of conversion by forwarding the original Note, together with a Notice of Conversion, in the form attached hereto as Exhibit A, signed by the Holder, to the Company to notify the Company that the Holder is exercising its right to convert all or part of the unpaid principal and accrued interest due under this Note into restricted shares of common stock of the Company. The effective date of the conversion pursuant to this Section 5(a) shall be the date the Company receives the Notice of Conversion or the original Note (or if the original Note has been lost or destroyed, an affidavit of Holder certifying to such loss or destruction), whichever is later (such later date, being referred to herein as the “Voluntary Conversion Date”). Within five (5) business days of the Voluntary Conversion Date, the Company shall issue and deliver, or cause to be issued and delivered to the Holder, a certificate or certificates for the number of shares due to the Holder.

Appears in 2 contracts

Samples: Unsecured Convertible Promissory Note (Li3 Energy, Inc.), Unsecured Convertible Promissory Note (MYOS Corp)

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Conversion by the Holder. At any time prior to the Maturity Date, the Holder shall have the right to convert the unpaid principal and accrued interest owing under this Note, in whole or in part, into fully-paid and non-assessable restricted shares of common stock of the Company at the Conversion PricePrice (defined below). The number of such shares of common stock that Holder shall be entitled to receive, and shall receive, upon such conversion shall be determined by dividing the amount of unpaid principal and accrued interest under this Note so being converted by the Conversion Price, with interest computed as of the Voluntary Conversion Date (defined below). The Holder’s election to convert this Note, in whole or in part, shall be irrevocable. The Holder shall exercise its right of conversion by forwarding the original Note, together with a Notice of Conversion, in the form attached hereto as Exhibit A, signed by the Holder, to the Company to notify the Company that the Holder is exercising its right to convert all or part of the unpaid principal and accrued interest due under this Note into restricted shares of common stock of the Company. The effective date of the conversion pursuant to this Section 5(a) shall be the date the Company receives the Notice of Conversion or the original Note (or if the original Note has been lost or destroyed, an affidavit of Holder certifying to such loss or destruction), whichever is later (such later date, being referred to herein as the “Voluntary Conversion Date”). Within five (5) business days of the Voluntary Conversion DateDate (such 5th date being referred to as the “Deadline”), the Company shall issue and deliver, or cause to be issued and delivered to the Holder, a certificate or certificates for the number of shares due to the Holder.

Appears in 1 contract

Samples: Unsecured Convertible Promissory Note (INNOVATION ECONOMY Corp)

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Conversion by the Holder. At 10.2.1 Subject to and upon compliance with the provisions of this Section, at the option of the Holder thereof, any time prior Debenture or any portion of the principal amount thereof may be converted into fully paid and nonassessable shares (calculated as to each conversion to the Maturity Datenearest 1/100th of a share) of Common Stock, the Holder shall have the right to convert the unpaid principal and accrued interest owing under this Note, in whole or in part, into fully-paid and non-assessable restricted shares of common stock of the Company at the Conversion Price, determined as hereinafter provided, in effect at the time of conversion. Such conversion right shall expire at the close of business on the tenth anniversary of the First Issue Date. In case the Debentures are called for redemption by the Company pursuant to Section 9, such conversion right in respect of the Debentures shall expire at the close of business on the Business Day immediately preceding the Redemption Date, unless (i) notice of conversion under Section 10.2.2 has been given by the Holder prior to such time, or (ii) the Company defaults in making the payment due upon redemption. 10.2.2 The Holder of any Debenture wishing to exercise the conversion privilege shall give the Company irrevocable written notice of such election at least 5 Business Days prior to the Business Day designated in such notice as the date of conversion (the "Conversion Date"). Such notice shall also specify the principal amount of Debentures to be converted. The number Holder of any Debenture to be converted shall, on or before the Conversion Date, surrender such shares Debenture, duly endorsed or assigned to the Company or in blank, at the principal executive office of common stock that Holder the Company. Except as provided in Section 10.3.2, no payment or adjustment shall be entitled to receive, and shall receivemade upon any conversion on account of any interest accrued on the Debentures surrendered for conversion or on account of any dividends on the Common Stock issued upon conversion. 10.2.3 In the case of any Debenture which is converted in part only, upon such conversion the Company shall be determined by dividing the amount of unpaid principal execute and accrued interest under this Note so being converted by the Conversion Price, with interest computed as of the Voluntary Conversion Date (defined below). The Holder’s election to convert this Note, in whole or in part, shall be irrevocable. The Holder shall exercise its right of conversion by forwarding the original Note, together with a Notice of Conversion, in the form attached hereto as Exhibit A, signed by the Holder, deliver to the Company to notify holder thereof, at the Company that the Holder is exercising its right to convert all or part of the unpaid principal and accrued interest due under this Note into restricted shares of common stock expense of the Company. The effective date , a new Debenture(s) of authorized denominations in aggregate principal amount equal to the unconverted portion of the conversion pursuant to this Section 5(a) shall be the date the Company receives the Notice principal amount of Conversion or the original Note (or if the original Note has been lost or destroyed, an affidavit of Holder certifying to such loss or destruction), whichever is later (such later date, being referred to herein as the “Voluntary Conversion Date”). Within five (5) business days of the Voluntary Conversion Date, the Company shall issue and deliver, or cause to be issued and delivered to the Holder, a certificate or certificates for the number of shares due to the HolderDebenture.

Appears in 1 contract

Samples: Purchase Agreement (United Road Services Inc)

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