Conversion into Shares Clause Samples

Conversion into Shares. (a) Subject to Section 5.01(b), from and after the date hereof until the Closing Date, each of Seller and Parent agrees, covenants and undertakes that Seller shall not, directly or indirectly, convert any ADSs held by it in the Company into Shares (whether by cancellation of the ADSs or otherwise), nor take any action in furtherance of such conversion. (b) Notwithstanding anything to the contrary contained herein, each of Seller and Parent agrees, covenants and undertakes that, if requested by Buyer, Seller shall promptly convert any and all ADSs held by it in the Company into Shares in accordance with the terms of the Deposit Agreement, and promptly take any and all actions in furtherance of such conversion. To the extent any Subject ADS is converted into Shares prior to the Closing at the request of Buyer pursuant to Section 5.01, the parties hereby agree that the purchase and sale of such Subject ADS contemplated under Section 2.01 shall be replaced by the purchase and sale of the Shares issued upon the conversion of such Subject ADS, without any changes in the amount or payment method of the Aggregate Purchase Price.

Conversion into Shares. (i) The number of Shares issuable upon conversion of any Principal amount being converted pursuant to this Note shall be determined by dividing (x) such Principal amount being converted by (y) the then applicable Conversion Price.

Conversion into Shares. The Notes may be converted into Shares at the option of the Subscriber on or before the Maturity Date (any such date, the “Conversion Date”). The number of Shares into which the Notes shall be converted shall equal the quotient obtained by dividing the Principal Amount of the Note plus interest accrued to the Conversion Date, by $1.331.

Conversion into Shares. Shares of Common Stock will be issued on the applicable vesting date (or, to the extent not administratively feasible, as soon as practicable thereafter). As a condition to such issuance, you shall have satisfied your Tax Obligations as specified in this Agreement and shall have completed, signed and returned any documents and taken any additional action that the Company deems appropriate to enable it to accomplish the delivery of such shares. In no event will the Company be obligated to issue a fractional share.

Conversion into Shares of Common Stock at Holder's Option. ---------------------------------------------------------- A. Holder may, at any time, and from time to time on or after the earlier of (i) effectiveness of a registration statement with the SEC covering the shares of Common Stock into which the Debenture is convertible or (ii) the expiration of 120 days from the initial closing of the offering by which any of the Debentures were first sold (the "Initial Closing Date"), convert up to fifty percent (50%) of the Debentures owned by that Holder in any whole number multiple of at least one thousand dollars ($1000) of the principal amount of Debentures, plus any accrued but unpaid interest thereon, into whole shares of the Corporation's Common Stock. The remaining fifty percent (50%) of the Debentures held by such Holder shall be convertible commencing thirty calendar days after the first day on which any Debentures become convertible into Common Stock. B. The number of shares of Common Stock issuable upon such conversion shall be the result of dividing (a) the dollar amount of the principal of, and accrued interest on (which the Holder elects to so convert), the Debenture being converted by (b) the lesser of (i) $4.25 or (ii) 80% of the Market Price (the "Conversion Price"). Notwithstanding the foregoing, for the first 180 days following the Initial Closing Date, the Conversion Price shall not be less than Two and 125/1000 Dollars ($2.125) per share, which $2.125 price shall be appropriately adjusted in the event of any capital reorganization, recapitalization or reclassification of the Corporation by way of stock split (forward or reverse), dividend, exchange or similar transaction affecting the Common Stock (the "Minimum Conversion Price"). After such 180 day period, the Minimum Conversion Price shall be eliminated. In the event the Corporation issues any securities between the Initial Closing Date and 180 days following the Initial Closing Date which are convertible to Common Stock of the Corporation at a price less than the Minimum Conversion Price (other than options which may be issued to officers, directors, employees and consultants of the Corporation pursuant to the Corporation's existing stock option plan), then the Minimum Conversion Price shall be adjusted to match the conversion price of such other securities. C. The restrictions set forth in the foregoing Sections A and B of this Article (including the date and dollar limitation on the amount of Debentures that...

Conversion into Shares. The accrued unpaid interest and unpaid principal amount of this Note (the “Conversion Amount”) shall be convertible at the option of the Holder (i) into common stock of the Company if converted pursuant to Section 2(b), or (ii) into the same class of securities issued in a Qualified Financing (as defined below) which may take the form of preferred stock with rights preferences and privileges set forth in an amendment to the Articles of Incorporation of the Company, or common stock, as the case may be (in either case, “Capital Stock”).

Conversion into Shares. As a condition to any issuance of shares of Common Stock, you shall have satisfied your Tax Obligations as specified in this Agreement and shall have completed, signed and returned any documents and taken any additional action that the Company deems appropriate to enable it to accomplish the delivery of such shares. In no event will the Company be obligated to issue a fractional share.

Conversion into Shares