Common use of Conversion of Loan Amounts Clause in Contracts

Conversion of Loan Amounts. (a) Upon Enhance restructuring at least seventy five percent (75%) of its outstanding debt substantially in accordance with the restructuring plan approved by the Board of Directors of Enhance on February 13, 2013, Asculai shall convert fifty percent (50%) of the Asculai Loan Amount into common shares of Enhance at a conversion price of $0.00376 per share (the “Conversion Price”). Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g)) of at least two hundred and fifty thousand United States dollars (US$250,000) the remainder of the Asculai Loan Amount (the “Remaining Asculai Loan Amount”) shall become unsecured and shall be repaid as set out in Section 4 below. (b) Upon Enhance restructuring at least seventy five percent (75%) of its outstanding debt substantially in accordance with the restructuring plan approved by the Board of Directors of Enhance on February 13, 2013 and upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g)) of at least two hundred and fifty thousand United States dollars (US$250,000), Mercuriali shall convert the Mercuriali Loan Amount into common shares of Enhance at the Conversion Price. (c) Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g) of at least two hundred and fifty thousand United States dollars (US$250,000) (“Transaction Monies Threshold”), Mercuriali shall convert the Additional Mercuriali Loan Amount into common shares of Enhance at $0.0018 (the “Additional Loan Conversion Price”). (d) Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g) of at least two hundred and fifty thousand United States dollars (US$250,000), Asculai shall convert the Additional Asculai Loan Amount into common shares of Enhance at the Additional Loan Conversion Price. (e) In the event of an Tender Offer for or an agreement for Enhance’s sale, merger, or other business combination (“Transaction”) Mercuriali shall have the full right, but not the obligation, to convert the Mercuriali Loan Amount and The Additional Mercuriali Loan Amount into common shares of Enhance at the Conversion Price or Additional Loan Conversion Price, as applicable, and to participate in such Transaction on an equal basis to existing shareholders of Enhance. (f) In the event of an Tender Offer for or an agreement for Enhance’s sale, merger, or other business combination (“Transaction”) Asculai shall have the full right, but not the obligation, to convert The Additional Asculai Loan Amount into common shares of Enhance at the Additional Loan Conversion Price and to participate in such Transaction on an equal basis to existing shareholders of Enhance. (g) Transaction Monies shall mean any monies, and the total amount of any other readily realizable cash equivalents or other assets received by Enhance or any of its affiliates from third parties, in respect of any debt financing, equity financing, sale of assets or royalty interest, licensing fees or any other similar funding method including in consequence of any merger or sale of all or part of the Corporation’s business.

Appears in 1 contract

Samples: Loan Agreement (Enhance Skin Products Inc)

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Conversion of Loan Amounts. (a) Upon Enhance restructuring at least seventy five percent (75%) of its outstanding debt substantially in accordance with the restructuring plan approved by the Board of Directors of Enhance on February 13, 2013, Asculai shall convert fifty percent (50%) of the Asculai Loan Amount into common shares of Enhance at a conversion price of $0.00376 per share (the “Conversion Price”). Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g3(d)) of at least two hundred and fifty thousand United States dollars (US$250,000) the remainder of the Asculai Loan Amount (the “Remaining Asculai Loan Amount”) shall become unsecured and shall be repaid as set out in Section 4 below. (b) Upon Enhance restructuring at least seventy five percent (75%) of its outstanding debt substantially in accordance with the restructuring plan approved by the Board of Directors of Enhance on February 13, 2013 and upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g3(d)) of at least two hundred and fifty thousand United States dollars (US$250,000), Mercuriali shall convert the Mercuriali Loan Amount into common shares of Enhance at the Conversion Price. (c) Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g) of at least two hundred and fifty thousand United States dollars (US$250,000) (“Transaction Monies Threshold”), Mercuriali shall convert the Additional Mercuriali Loan Amount into common shares of Enhance at the lower of $0.0018 0.0047753 or the Conversion Price ( as defined by The Vis Xxxxx Promissory Note) at which The Vis Xxxxx Promissory Note converts (the “Additional Loan Conversion Price”). (d) Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g) of at least two hundred and fifty thousand United States dollars (US$250,000), Asculai shall convert the Additional Asculai Loan Amount into common shares of Enhance at the Additional Loan Conversion Price. (e) In the event of an Tender Offer for or an agreement for Enhance’s sale, merger, or other business combination (“Transaction”) Mercuriali shall have the full right, but not the obligation, to convert the Mercuriali Loan Amount and The Additional Mercuriali Loan Amount into common shares of Enhance at the Conversion Price or Additional Loan Conversion Price, as applicable, and to participate in such Transaction on an equal basis to existing shareholders of Enhance. (f) In the event of an Tender Offer for or an agreement for Enhance’s sale, merger, or other business combination (“Transaction”) Asculai shall have the full right, but not the obligation, to convert The Additional Asculai Loan Amount into common shares of Enhance at the Additional Loan Conversion Price and to participate in such Transaction on an equal basis to existing shareholders of Enhance. (g) Transaction Monies shall mean any monies, and the total amount of any other readily realizable cash equivalents or other assets received by Enhance or any of its affiliates from third parties, in respect of any debt financing, equity financing, sale of assets or royalty interest, licensing fees or any other similar funding method including in consequence of any merger or sale of all or part of the Corporation’s business.

Appears in 1 contract

Samples: Loan Agreement (Enhance Skin Products Inc)

Conversion of Loan Amounts. (a) Upon Enhance restructuring at least seventy five percent (75%) of its outstanding debt substantially in accordance with the restructuring plan approved by the Board of Directors of Enhance on February 13, 2013, Asculai shall convert fifty percent (50%) of the Asculai Loan Amount into common shares of Enhance at a conversion price of $0.00376 per share (the “Conversion Price”). Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g3(h)) of at least two hundred and fifty thousand United States dollars (US$250,000) the remainder of the Asculai Loan Amount (the “Remaining Asculai Loan Amount”) shall become unsecured and shall be repaid as set out in Section 4 below. (b) Upon Enhance restructuring at least seventy five percent (75%) of its outstanding debt substantially in accordance with the restructuring plan approved by the Board of Directors of Enhance on February 13, 2013 and upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g3(h)) of at least two hundred and fifty thousand United States dollars (US$250,000), Mercuriali shall convert the Mercuriali Loan Amount into common shares of Enhance at the Conversion Price. (c) Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g3(h) of at least two hundred and fifty thousand United States dollars (US$250,000) (“Transaction Monies Threshold”), Mercuriali shall convert the Additional Mercuriali Loan Amount into common shares of Enhance at the lower of $0.0018 0.0047753 or the Average Vis Vxxxx Conversion Price (as defined below in Section 3(e)) (the “Additional Loan Conversion Price”). (d) Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g)) of at least two hundred and fifty thousand United States dollars (US$250,000), Asculai shall convert the Additional Asculai Loan Amount into common shares of Enhance at the Additional Loan Conversion Price. (e) In the event of an Tender Offer for or an agreement for Enhance’s sale, merger, or other business combination (“Transaction”) Mercuriali shall have the full right, but not the obligation, to convert the Mercuriali Loan Amount and The Additional Mercuriali Loan Amount into common shares of Enhance at the Conversion Price or Additional Loan Conversion Price, as applicable, and to participate in such Transaction on an equal basis to existing shareholders of Enhance. (f) In the event of an Tender Offer for or an agreement for Enhance’s sale, merger, or other business combination (“Transaction”) Asculai shall have the full right, but not the obligation, to convert The Additional Asculai Loan Amount into common shares of Enhance at the Additional Loan Conversion Price and to participate in such Transaction on an equal basis to existing shareholders of Enhance. (g) Transaction Monies shall mean any monies, and the total amount of any other readily realizable cash equivalents or other assets received by Enhance or any of its affiliates from third parties, in respect of any debt financing, equity financing, sale of assets or royalty interest, licensing fees or any other similar funding method including in consequence of any merger or sale of all or part of the Corporation’s business.

Appears in 1 contract

Samples: Loan Agreement (Enhance Skin Products Inc)

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Conversion of Loan Amounts. (a) Upon Enhance restructuring at least seventy five percent (75%) of its outstanding debt substantially in accordance with the restructuring plan approved by the Board of Directors of Enhance on February 13, 2013, Asculai shall convert fifty percent (50%) of the Asculai Loan Amount into common shares of Enhance at a conversion price of $0.00376 per share (the “Conversion Price”). Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g3(d)) of at least two hundred and fifty thousand United States dollars (US$250,000) the remainder of the Asculai Loan Amount (the “Remaining Asculai Loan Amount”) shall become unsecured and shall be repaid as set out in Section 4 below. (b) Upon Enhance restructuring at least seventy five percent (75%) of its outstanding debt substantially in accordance with the restructuring plan approved by the Board of Directors of Enhance on February 13, 2013 and upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g3(d)) of at least two hundred and fifty thousand United States dollars (US$250,000), Mercuriali shall convert the Mercuriali Loan Amount into common shares of Enhance at the Conversion Price. (c) Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g) of at least two hundred and fifty thousand United States dollars (US$250,000) (“Transaction Monies Threshold”), Mercuriali shall convert the Additional Mercuriali Loan Amount into common shares of Enhance at $0.0018 (the “Additional Loan Conversion Price”). (d) Upon Enhance receiving aggregate Transaction Monies (as defined below in Section 3(g) of at least two hundred and fifty thousand United States dollars (US$250,000), Asculai shall convert the Additional Asculai Loan Amount into common shares of Enhance at the Additional Loan Conversion Price. (e) In the event of an a Tender Offer for or an agreement for EnhanceEnhances’s sale, merger, or other business combination (“Transaction”) Mercuriali shall have the full right, but not the obligation, to convert the Mercuriali Loan Amount and The Additional Mercuriali Loan Amount into common shares of Enhance at the Conversion Price or Additional Loan Conversion Price, as applicable, and to participate in such Transaction on an equal basis to existing shareholders of Enhance. (f) In the event of an Tender Offer for or an agreement for Enhance’s sale, merger, or other business combination (“Transaction”) Asculai shall have the full right, but not the obligation, to convert The Additional Asculai Loan Amount into common shares of Enhance at the Additional Loan Conversion Price and to participate in such Transaction on an equal basis to existing shareholders of Enhance. (gd) Transaction Monies shall mean any monies, and the total amount of any other readily realizable cash equivalents or other assets received by Enhance or any of its affiliates from third parties, in respect of any debt financing, equity financing, sale of assets or royalty interest, licensing fees or any other similar funding method including in consequence of any merger or sale of all or part of the Corporation’s business.

Appears in 1 contract

Samples: Loan Agreement (Enhance Skin Products Inc)

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