Conversion Rights: Conversion Dates, Conversion Price Clause Samples

Conversion Rights: Conversion Dates, Conversion Price. The Holder shall provide the Company with written notice of any Conversion (the "Conversion Notice") within five

Conversion Rights: Conversion Dates, Conversion Price. At any time, the Holder, at his sole option, shall have the right to convert the outstanding principal amount of this Note, or any portion of the principal amount hereof, and any accrued interest, in whole or in part, into shares of the common stock of the Company or any of its subsidiaries (a “Conversion”). Any such Conversion shall be first of principal, and then of interest outstanding n the Note. The Holder shall provide the Company with written notice of any Conversion (the “Conversion Notice”) within five (5) business days of the date of Holder’s verbal or written advice to the Company that the Holder executing said Conversion (the “Conversion Date”), in a form similar or identical to Exhibit B attached hereto. The Company agrees to make any Conversion requested by the Holder within the terms and conditions of the following Section 6 (b), “Method of Conversion”, and may not refuse, delay or fail to immediately effectuate such Conversion. The Board of Directors of the Company agrees in advance to any such Conversion, as evidenced by the “Unanimous Consent of the Board of Directors” of the Company attached hereto as Annex 1, in whole or in part at any time by the Holder until all outstanding principal and interest of this Note is paid in full, including any additional amounts due under Default or an Event of Default. Failure on the part of the Company to effectuate any Conversion, in the Holder’s sole option and discretion, shall be deemed a Default or Event of Default of this Note. Any amount so converted will be converted into commons stock at a conversion price per share which is the lesser of (i) $.0.001 per share, or (ii) at an eighty percent (80%) to an average of the five (5) lowest bid prices during the thirty (30) trading days prior to the date of the Conversion Notice (the “Conversion Price”). Such shares of common stock to be issued from such conversion shall be referred to herein as the “Conversion Shares”.