Common use of Conversion Election Clause in Contracts

Conversion Election. Lenders may jointly elect at any time and from time to time after the Closing Date prior to the payment in full of the Loans to convert an amount not to exceed the Available Conversion Amount (but not less than $500,000 in the aggregate per conversion) of the principal amount of the Loans then outstanding (the “Conversion Amount”) into shares of the Class (“Conversion Shares”) at the Conversion Price pursuant to a Conversion Election Notice, to be delivered at the direction of Lenders by the Administrative Agent to Borrower Representative. A Conversion Election Notice, once delivered, shall be irrevocable unless otherwise agreed in writing by Borrower Representative. On the third Business Day after a Conversion Election Notice has been duly delivered in accordance with the foregoing, Borrower Representative shall credit to each Designated Holder a number of Conversion Shares equal to (x) the Conversion Amount indicated in the applicable Conversion Election Notice divided by (y) Conversion Price.

Appears in 2 contracts

Samples: Loan and Security Agreement (Alto Neuroscience, Inc.), Loan and Security Agreement (Alto Neuroscience, Inc.)

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Conversion Election. Lenders may jointly elect at any time and from time to time after the Closing Second Amendment Effective Date prior to the payment in full of the Loans to convert an amount not to exceed the Available Conversion Amount (but not less than $500,000 in the aggregate per conversion) any portion of the principal amount of the Loans then outstanding (the “Conversion Amount”) into shares of the Class Common Stock (“Conversion Shares”) at the Conversion Price pursuant to a Conversion Election Notice, to be delivered at the direction of Lenders by the Administrative Agent to Borrower Representative; provided that the aggregate principal amount converted into Common Stock in accordance with this Section 2.2(e) shall not exceed $3,000,000. A Conversion Election Notice, once delivered, shall be irrevocable unless otherwise agreed in writing by Borrower Representative. On the third Business Day trading day after a Conversion Election Notice has been duly delivered in accordance with the foregoing, Borrower Representative shall credit deliver to each Designated Holder a number of Conversion Shares equal to (x) the Conversion Amount indicated in the applicable Conversion Election Notice divided by (y) Conversion Price.

Appears in 1 contract

Samples: Loan and Security Agreement (Metacrine, Inc.)

Conversion Election. Lenders may jointly elect at any time and from time to time after the Closing Date prior to the payment in full of the Loans to convert an amount not to exceed the Available Conversion Amount (but not less than $500,000 in the aggregate per conversion) any portion of the principal amount of the Loans then outstanding (the “Conversion Amount”) into shares of the Class Common Stock (“Conversion Shares”) at the Conversion Price Rate pursuant to a Conversion Election Notice, to be delivered at the direction of Lenders by the Administrative Agent to Borrower Representative, provided that the aggregate principal amount converted to Common Stock in accordance with this Section 2.2(e) shall not exceed $4,000,000. A Conversion Election Notice, once delivered, shall be irrevocable unless otherwise agreed in writing by Borrower Representative. On the third Business Day trading day after a Conversion Election Notice has been duly delivered in accordance with the foregoing, Borrower Representative shall credit to each Designated Holder a number of Conversion Shares equal to (x) the Conversion Amount indicated in the applicable Conversion Election Notice divided by (y) Conversion Price.

Appears in 1 contract

Samples: Loan and Security Agreement (Surface Oncology, Inc.)

Conversion Election. Lenders may jointly elect at any time and from time to time after the Closing Date prior to the payment in full of the Loans to convert an amount not to exceed the Available Conversion Amount (but not less than $500,000 in the aggregate per conversion) any portion of the principal amount of the Loans then outstanding (the “Conversion Amount”) into shares of the Class Common Stock (“Conversion Shares”) at the Conversion Price pursuant to a Conversion Election Notice, to be delivered at the direction of Lenders by the Administrative Agent to Borrower Representative, provided that the aggregate principal amount converted to Common Stock in accordance with this Section 2.2(e) shall not exceed $3,250,000. A Conversion Election Notice, once delivered, shall be irrevocable unless otherwise agreed in writing by Borrower Representative. On the third Business Day trading day after a Conversion Election Notice has been duly delivered in accordance with the foregoing, Borrower Representative shall credit to each Designated Holder a number of Conversion Shares equal to (x) the Conversion Amount indicated in the applicable Conversion Election Notice divided by (y) Conversion Price.

Appears in 1 contract

Samples: Loan and Security Agreement (Elevation Oncology, Inc.)

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Conversion Election. Lenders may jointly elect at any time and from time to time after the Closing Date prior to the payment in full of the Loans to convert an amount not to exceed the Available Conversion Amount (but not less than $500,000 in the aggregate per conversion) any portion of the principal amount of the Loans then outstanding (the “Conversion Amount”) into shares of the Class Common Stock (“Conversion Shares”) at the Conversion Price pursuant to a Conversion Election Notice, to be delivered at the direction of Lenders by the Administrative Agent to Borrower RepresentativeParent, provided that the aggregate principal amount converted to Common Stock in accordance with this Section 2.2(e) shall not exceed $4,000,000. A Conversion Election Notice, once delivered, shall be irrevocable unless otherwise agreed in writing by Borrower RepresentativeParent. On the third Business Day trading day after a Conversion Election Notice has been duly delivered in accordance with the foregoing, Borrower Representative Parent shall credit to each Designated Holder a number of Conversion Shares equal to (x) the Conversion Amount indicated in the applicable Conversion Election Notice divided by (y) Conversion Price.)

Appears in 1 contract

Samples: Loan and Guaranty Agreement (VBI Vaccines Inc/Bc)

Conversion Election. Lenders may jointly elect at any time and from time to time after the Closing Fourth Amendment Effective Date prior to the payment in full of the Loans to convert an amount not to exceed the Available Conversion Amount (but not less than $500,000 in the aggregate per conversion) any portion of the principal amount of the Loans then outstanding (the “Conversion Amount”) into shares of Common Stock (the Class (“Conversion Shares”) at the Conversion Price pursuant to a Conversion Election Notice, to be delivered at the direction of Lenders by the Administrative Agent to Borrower Representative, provided that the aggregate principal amount so converted shall not exceed $5,000,000. A Conversion Election Notice, once delivered, shall be irrevocable unless otherwise agreed in writing by Borrower Representative. On the third Business Day trading day after a Conversion Election Notice has been duly delivered in accordance with the foregoing, Borrower Representative shall credit to each Designated Holder a number of Conversion Shares shares of Common Stock equal to (x) the Conversion Amount indicated in the applicable Conversion Election Notice divided by (y) Conversion Price.

Appears in 1 contract

Samples: Loan and Security Agreement (Evelo Biosciences, Inc.)

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