Conversion of Loan. (a) The Outstanding Amount shall be convertible into shares of Common Stock as follows:
Conversion of Loan. (A) Notwithstanding anything to the contrary in this Agreement or any other Loan Documents, if Lender determines (which determination shall be conclusive absent manifest error) that:
(i) adequate and reasonable means do not exist for ascertaining LIBOR for any requested Interest Period, including, without limitation, because LIBOR is not available or published on a current basis and such circumstances are unlikely to be temporary; or
(ii) the supervisor for the administrator of LIBOR or a Governmental Authority having jurisdiction over the Administrative Agent has made a public statement identifying a specific date after which LIBOR shall no longer be made available, or used for determining the interest rate of loans (such specific date, the “Scheduled Unavailability Date”),
Conversion of Loan. Beginning on the one month anniversary of the Closing Date, the Creditor, at its sole and absolute discretion, shall have the right but not obligation, to convert any portion of the Loan, including all interest then due thereon, into shares of the Borrower’s common stock at a price (the “Conversion Price”) equal to the lesser of: (i) $3.45, or (ii) a twenty percent (20%) discount to the average closing price of the Borrower’s common stock as quoted on the OTC Markets Group Inc. QB tier (the “OTCQB”) for the five (5) days prior to the date on which the Creditor provides the Borrower with a notice to convert the Loan pursuant to this Section 2.04, subject to a floor price of $2.76 per share.”
Conversion of Loan. At any time and from time to time following the Closing Date until the Borrower repays the Obligation in full, the Lender shall have the right to convert all or any part of the Obligation into shares of the Collateral. The Obligation shall be convertible into shares of the Collateral at a price equal to the greater of $0.55556 per share or the average volume weighted average price of CyberDefender Corporation’s common stock as reported by Bloomberg, LP for the 10 trading days preceding the Closing Date (the “Conversion Price”). The Lender shall deliver a conversion notice to the Borrower as and when the Lender elects to convert the Obligation, setting forth the dollar amount of the Obligation being converted (the “Converted Amount”). Upon receipt of each such notice, the Borrower shall instruct the Escrow Agent to cause the assignment and transfer to the Borrower of the number of Collateral shares equal to the Converted Amounted divided by the Conversion Price. The Borrower shall use his best efforts to cause such transfer to be effected as soon as commercially practicable after receiving each conversion notice, but in no event later than 7 business days after receiving the conversion notice (the “Certificate Delivery Date”). The Lender may revoke a conversion notice if, and only if, the Lender does not receive a share certificate representing the Converted Amount on or before the Certificate Delivery Date. Upon the Lender’s receipt of a share certificate representing the Converted Amount, the Converted Amount shall no longer be an outstanding Obligation and the Lender shall have no further right to repayment of such Converted Amount. The Lender shall retain all right, title and interest in and to all proceeds from the sale of shares received upon conversion of the Converted Amount, regardless of whether such proceeds exceed the Converted Amount.
Conversion of Loan. In the next 90 days the Lender, or any beneficiary of the present agreement, will have the exclusive right to convert the Loan or a portion of the Loan in restricted shares of Common Stock (the “Shares”) of the Borrower at a fix price.
Conversion of Loan. The parties hereto recognize that the Company may seek additional funding from outside sources to cover additional expenses related to the Litigation and issue securities (whether in the form of equity or debt) in connection with such funding (“Additional Funding”). In the event Additional Funding is obtained and at such time that an additional Five Hundred Thousand Dollars ($500,000) or more is raised, the Company will convert the principal and interest outstanding under each Note into the same security issued in connection with the Additional Funding. If such Additional Funding results in the issuance of more than one type of security, the Company shall convert the principal and interest outstanding under each Note into such securities on a pro rata basis as to type of security at a conversion price that is the average price of the securities sold in the Additional Funding. The Warrants issued to each Contributor issued in connection with the Loan shall not be affected by the Loan conversion. Furthermore, should the Additional Funding raised equal or exceed One Million Five Hundred Thousand Dollars ($1,500,000), then each Contributor shall promptly inform the Company whether it prefers for its Note to be converted as set herein or would instead prefer to be repaid pursuant to Section 1 above.
Conversion of Loan. The parties hereto recognize that the Company may seek additional funding from outside sources to cover additional expenses related to the Litigation and issue securities (whether in the form of equity or debt) in connection with such funding (“Additional Funding”). In the event Additional Funding is obtained and at such time that an additional Five Hundred Thousand Dollars ($500,000) or more is raised, the Company will convert the principal and interest outstanding under each Note into the same security issued in connection with the Additional Funding. If such Additional Funding results in the issuance of more than one type of security, the Company shall convert the principal and interest outstanding under each Note into such securities on a pro rata basis as to type of security at a conversion price that is the average price of the securities sold in the Additional Funding. The Warrants issued to each Contributor issued in connection with the Loan shall not be affected by the Loan conversion.
Conversion of Loan. Beginning on the one month anniversary of the Closing Date, the Creditor, at its sole and absolute discretion, shall have the right but not obligation, to convert any portion of the Loan, including all interest then due thereon, into shares of the Borrower’s common stock at a price (the “Conversion Price”) equal to the lesser of: (i) $3.45, the closing price of the Borrower’s common stock as quoted on the OTC Markets Group Inc. QB tier (the “OTCQB”) on the day prior to the Closing Date; or (ii) a twenty percent (20%) discount to the average closing price of the Borrower’s common stock as quoted on the OTCQB for the five (5) days prior to the date on which the Creditor provides the Borrower with a notice to convert the Loan pursuant to this Section 2.04, subject to a floor price of $2.76.
Conversion of Loan. Subject to the conditions precedent set forth in Section 6 of this Agreement having been satisfied or waived, the outstanding principal balance of the Note shall, upon an IPO Closing which occurs on or prior to the first anniversary of the date of issuance of the Note, be automatically converted into shares of the Company's Common Stock in the manner provided for in the Note. Subject to the conditions precedent set forth in Section 6 of this Agreement having been satisfied or waived, the outstanding principal balance of the Note may, following an IPO Closing occurring after the first anniversary of the date of issuance of the Note, at the election of the Holder of the Note, be converted into shares of Common Stock in the manner provided for in the Note. Accrued, unpaid interest on teh Note shall be paid by the Company in cash upon such conversion. Upon conversion of the Note pursuant to this Section 3, the Investor shall surrender the Note for cancellation. Upon such conversion, the Company shall deliver to the Investor a certificate or certificates representing the Conversion Shares, registered in the name of Investor or its nominee.
Conversion of Loan. Simultaneously upon the Initial Closing, ------------------ the entire, aggregate principal amount and all accrued interest with respect to each of the 6 1/2% Senior Note in the principal amount of $1,000,000 dated May 27, 1999, the 6 1/2% Senior Note in the principal amount of $500,000 dated June 24, 1999, and the 6 1/2% Senior Note in the principal amount of $500,000 dated July 23, 1999, each payable to the order of Vector Capital II, L.P. shall be credited towards Vector's purchase of Securities pursuant to Section 1.2 above.
