Common use of CONVERSION SCHEDULE Clause in Contracts

CONVERSION SCHEDULE. This Conversion Schedule reflects conversions of the Senior Secured Convertible Notes issued by Internet Commerce Corporation Date of Conversion Amount of Conversion Aggregate Principal Amount Remaining Subsequent to Conversion NEITHER THIS NOTE NOR THE SECURITIES INTO WHICH THIS NOTE IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH APPLICABLE STATE SECURITIES LAWS OR BLUE SKY LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. NOTWITHSTANDING THE FOREGOING, THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES. No. [ ] $[ ] Date: August 20, 2007 THIS NOTE is one of a series of duly authorized and issued senior secured promissory notes of Internet Commerce Corporation, a Delaware corporation (the “Company”), designated as its Series B Senior Secured Convertible Notes due August 20, 2011, in the aggregate principal amount of $[ ] (collectively, the “Notes”), issued pursuant to that certain Securities Purchase Agreement dated May 3, 2007, by and among the Company and the Purchasers named therein (as amended, the “Purchase Agreement”). FOR VALUE RECEIVED, the Company promises to pay to the order of [Holder] or its registered assigns (the “Holder”), the principal sum of [ ] Dollars $( ), on August 20, 2011 (the “Maturity Date”), or such earlier date as the Notes are required or permitted to be repaid as provided hereunder, and to pay interest to the Holder on the then outstanding principal amount of this Note in accordance with the provisions hereof. In addition, the Company shall pay to the order of the Holder interest on any principal or interest payable hereunder that is not paid in full when due, whether at the time of any stated interest payment date or maturity or by prepayment, acceleration or declaration or otherwise, for the period from and including the due date of such payment to but excluding the date the same is paid in full, at a rate of 18% per annum (but in no event in excess of the maximum rate permitted under applicable law). Interest payable under this Note shall be computed on the basis of a year of 360 days and actual days elapsed (including the first day but excluding the last day) occurring in the period for which interest is payable. Payments of principal and interest shall be made in lawful money of the United States of America to the Holder at its address as provided in Section 13 or by wire transfer to such account specified from time to time by the Holder hereof for such purpose as provided in Section 13. The Holder is entitled to the benefits of the Security Agreements and the Guaranty.

Appears in 1 contract

Samples: Securities Purchase Agreement (Easylink Services International Corp)

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CONVERSION SCHEDULE. The Original Issue Discount Convertible Notes due on August [*], 2016 in the aggregate principal amount of $[*] are issued by Alterix Inc., a Delaware corporation. This Conversion Schedule reflects conversions made under Section 4 of the Senior Secured Convertible Notes issued by Internet Commerce Corporation above referenced Note. Date of Conversion (or for first entry, Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to Conversion (or original Principal Amount) Company Attest NEITHER THIS NOTE SECURITY NOR THE SECURITIES INTO FOR WHICH THIS NOTE SECURITY IS CONVERTIBLE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”)) AND APPLICABLE STATE SECURITIES LAWS, AND, ACCORDINGLY, MAY NOT BE OFFERED, OFFERED OR SOLD OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS OR BLUE SKY LAWS AS EVIDENCED BY A LEGAL OPINION OF CORPORATE COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. NOTWITHSTANDING THE FOREGOING, THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES. No. [ Warrant Shares: [*] $[ ] Original Issue Date: August 20[*], 2007 2015 THIS NOTE COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received [*] or its assigns (the “Holder”) is one entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth and in the Securities Purchase Agreement between the Company and the Holder (the “Purchase Agreement”), at any time on or after the Original Issue Date and on or prior to the close of a series business on the fifth anniversary of duly authorized the Original Issue Date (the “Termination Date”) but not thereafter, to subscribe for and issued senior secured promissory notes of Internet Commerce Corporationpurchase from Alterix Inc., a Delaware corporation (the “Company”), designated up to [*] shares (as its Series B Senior Secured Convertible Notes due August 20, 2011, in the aggregate principal amount of $[ ] (collectivelysubject to adjustment hereunder, the “NotesWarrant Shares), issued pursuant to that certain Securities Purchase Agreement dated May 3, 2007, by and among the Company and the Purchasers named therein (as amended, the “Purchase Agreement”)) of Common Stock. FOR VALUE RECEIVED, the Company promises to pay The purchase price of one share of Common Stock under this Warrant shall be equal to the order of [Holder] or its registered assigns (the “Holder”)Exercise Price, the principal sum of [ ] Dollars $( ), on August 20, 2011 (the “Maturity Date”), or such earlier date as the Notes are required or permitted to be repaid as provided hereunder, and to pay interest to the Holder on the then outstanding principal amount of this Note in accordance with the provisions hereof. In addition, the Company shall pay to the order of the Holder interest on any principal or interest payable hereunder that is not paid in full when due, whether at the time of any stated interest payment date or maturity or by prepayment, acceleration or declaration or otherwise, for the period from and including the due date of such payment to but excluding the date the same is paid in full, at a rate of 18% per annum (but in no event in excess of the maximum rate permitted under applicable law). Interest payable under this Note shall be computed on the basis of a year of 360 days and actual days elapsed (including the first day but excluding the last day) occurring in the period for which interest is payable. Payments of principal and interest shall be made in lawful money of the United States of America to the Holder at its address as provided defined in Section 13 or by wire transfer to such account specified from time to time by the Holder hereof for such purpose as provided in Section 13. The Holder is entitled to the benefits of the Security Agreements and the Guaranty2(b).

Appears in 1 contract

Samples: Securities Purchase Agreement (Inpellis, Inc.)

CONVERSION SCHEDULE. The Original Issue Discount Convertible Debentures due on ________ in the aggregate principal amount of $____________ are issued by Rennova Health, Inc., a Delaware corporation. This Conversion Schedule reflects conversions made under Section 4 of the Senior Secured Convertible Notes issued by Internet Commerce Corporation Date of Conversion Amount of Conversion Aggregate Principal Amount Remaining Subsequent to Conversion above referenced Debenture. Company Attest NEITHER THIS NOTE SECURITY NOR THE SECURITIES INTO FOR WHICH THIS NOTE SECURITY IS CONVERTIBLE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED, OFFERED OR SOLD OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS OR BLUE SKY LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANYLAWS. NOTWITHSTANDING THE FOREGOING, THIS NOTE SECURITY AND THE SECURITIES ISSUABLE UPON CONVERSION EXERCISE OF THIS NOTE SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. No. [ ] $[ ] Warrant Shares: __________________ Initial Exercise Date: August 20July __, 2007 2017 THIS NOTE COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is one entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after July __, 2017 (the “Initial Exercise Date”) and on or prior to the close of a series business on the five year anniversary of duly authorized the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and issued senior secured promissory notes of Internet Commerce Corporationpurchase from Rennova Health, Inc., a Delaware corporation (the “Company”), designated up to ______ shares (as its Series B Senior Secured Convertible Notes due August 20, 2011, in the aggregate principal amount of $[ ] (collectivelysubject to adjustment hereunder, the “NotesWarrant Shares), issued pursuant to that certain Securities Purchase Agreement dated May 3, 2007, by and among the Company and the Purchasers named therein (as amended, the “Purchase Agreement”)) of Common Stock. FOR VALUE RECEIVED, the Company promises to pay The purchase price of one share of Common Stock under this Warrant shall be equal to the order of [Holder] or its registered assigns (the “Holder”)Exercise Price, the principal sum of [ ] Dollars $( ), on August 20, 2011 (the “Maturity Date”), or such earlier date as the Notes are required or permitted to be repaid as provided hereunder, and to pay interest to the Holder on the then outstanding principal amount of this Note in accordance with the provisions hereof. In addition, the Company shall pay to the order of the Holder interest on any principal or interest payable hereunder that is not paid in full when due, whether at the time of any stated interest payment date or maturity or by prepayment, acceleration or declaration or otherwise, for the period from and including the due date of such payment to but excluding the date the same is paid in full, at a rate of 18% per annum (but in no event in excess of the maximum rate permitted under applicable law). Interest payable under this Note shall be computed on the basis of a year of 360 days and actual days elapsed (including the first day but excluding the last day) occurring in the period for which interest is payable. Payments of principal and interest shall be made in lawful money of the United States of America to the Holder at its address as provided defined in Section 13 or by wire transfer to such account specified from time to time by the Holder hereof for such purpose as provided in Section 13. The Holder is entitled to the benefits of the Security Agreements and the Guaranty2(b).

Appears in 1 contract

Samples: Securities Purchase Agreement (Rennova Health, Inc.)

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CONVERSION SCHEDULE. The 9% Convertible Debentures due on October 30, 2012 in the aggregate principal amount of $20,000,000, [•] of which are held for the benefit of [•], are issued by EDAP TMS S.A., a French société anonyme. This Conversion Schedule reflects conversions made under Section 4 of the Senior Secured Convertible Notes issued by Internet Commerce Corporation above referenced Debenture. Dated: Date of Conversion (or for first entry, Original Issue Date) Amount of Conversion Aggregate Principal Amount Remaining Subsequent to Conversion (or original Principal Amount) Company Attest NEITHER THE SECURITY, THE TERMS OF WHICH ARE EVIDENCED BY THIS NOTE CERTIFICATE, NOR THE SECURITIES INTO FOR WHICH THIS NOTE SUCH SECURITY IS CONVERTIBLE EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED, OFFERED OR SOLD OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS OR BLUE SKY LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. NOTWITHSTANDING THE FOREGOINGSECURITY, THE TERMS OF WHICH ARE EVIDENCED BY THIS NOTE CERTIFICATE, AND THE SECURITIES ISSUABLE UPON CONVERSION EXERCISE OF THIS NOTE SUCH SECURITY MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN SECURED BY SUCH SECURITIES. No. [ ] $[ ] Date: August 20WHEREAS, 2007 THIS NOTE is one on October [•], 2007, the Board of a series Directors of duly authorized and issued senior secured promissory notes of Internet Commerce CorporationEDAP TMS S.A., a Delaware corporation French société anonyme having its principal place of business at Parc d’Activités La Xxxxxxxxx Xxxxxxxxx, 0/0 Xxx xx Xxxxxxxx, 00000 Xxxxx-xx-Xxxxx, Xxxxxx, (the “Company”), designated as its Series B Senior Secured Convertible Notes due August 20duly authorized by shareholders resolution of May 22, 20112007, in the aggregate principal amount of $[ ] decided to issue, with effect on October 30, 2007, twenty thousand (collectively, the 20,0000) obligations convertibles ou remboursables en actions à bons de souscription d’actions (NotesOCRABSA”), issued pursuant i.e., senior convertible bonds with detachable warrants to that certain Securities Purchase Agreement dated May 3purchase Ordinary Shares underlying ADRs, 2007, by and among the Company and the Purchasers named therein (as amended, the “Purchase Agreement”). FOR VALUE RECEIVED, the Company promises to pay which constitute securities providing access to the order Company’s share capital within the meaning of [Holder] or its registered assigns (the “Holder”), the principal sum of [ ] Dollars $( ), on August 20, 2011 (the “Maturity Date”), or such earlier date as the Notes are required or permitted to be repaid as provided hereunder, and to pay interest to the Holder on the then outstanding principal amount of this Note in accordance with the provisions hereofArticles L.228-91 et seq. In addition, the Company shall pay to the order of the Holder interest on any principal or interest payable hereunder that is not paid in full when due, whether at the time of any stated interest payment date or maturity or by prepayment, acceleration or declaration or otherwise, for the period from and including the due date of such payment to but excluding the date the same is paid in full, at a rate of 18% per annum (but in no event in excess of the maximum rate permitted under applicable law). Interest payable under this Note shall be computed on the basis of a year of 360 days and actual days elapsed (including the first day but excluding the last day) occurring in the period for which interest is payable. Payments of principal and interest shall be made in lawful money of the United States of America to the Holder at its address as provided in Section 13 or by wire transfer to such account specified from time to time by the Holder hereof for such purpose as provided in Section 13. The Holder is entitled to the benefits of the Security Agreements and the Guaranty.French commercial code;

Appears in 1 contract

Samples: Securities Purchase Agreement (Edap TMS Sa)

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