Convertible Indebtedness Sample Clauses
The Convertible Indebtedness clause defines the terms under which a debt instrument, such as a loan or promissory note, can be converted into equity in the company. Typically, this clause outlines the conditions, timing, and conversion rate at which the outstanding principal and sometimes accrued interest may be exchanged for shares, often triggered by a future financing round or at the lender's discretion. By specifying these mechanisms, the clause facilitates flexible financing for the company while providing investors with the potential upside of equity participation, thereby aligning interests and simplifying future capital structure adjustments.
Convertible Indebtedness. The Borrower will not, nor will it permit any of its Subsidiaries to, create, incur, assume or permit to exist any Indebtedness that is convertible into Equity Interests other than Permitted Equity Interests.
Convertible Indebtedness. ▇▇▇▇▇▇ and similar transactions with respect to currency risk entered into in the ordinary course of business and not for speculative purposes;
Convertible Indebtedness. (a) Make or permit any payment on any Permitted Convertible Indebtedness, including any payment of interest thereon, except for Permitted Payments; (b) repurchase, redeem, or prepay any principal in respect of the Permitted Convertible Indebtedness, or (c) amend MidCap / Ocular / 4th A&R Credit Agreement any provision in any Permitted Convertible Indebtedness Document other than as may be expressly permitted pursuant to the terms of the Subordination Agreement. Without limiting the foregoing, in no event shall Borrower elect to redeem any Permitted Convertible Indebtedness, or elect a Cash Settlement or Combination Settlement under (and as defined in) the Permitted Convertible Indebtedness Documents or make any Repurchase (as defined in the Permitted Convertible Indebtedness Documents) of any Permitted Convertible Indebtedness. 8LIFE SCIENCES PROVISIONS.
8. 1Life Sciences Covenants.
(a) As used in this Agreement, the following terms have the following meanings:
Convertible Indebtedness. Neither Parent nor any Subsidiary of Parent, including Borrower, shall, directly or indirectly, create, incur, assume or guaranty or otherwise become or remain liable with respect to, any Indebtedness having any feature which entitles the holder thereof in certain circumstances to convert or exchange all or a portion of such Indebtedness into Equity Interests in Parent or such Subsidiary (or other securities or property following a merger event or other change of the common stock of Parent or such Subsidiary), cash or any combination of cash and such Equity Interests (or such other securities or property) based on the market price of such Equity Interests (or such other securities or property), other than Indebtedness under the 2025 Convertible Notes and Permitted Convertible Indebtedness. 7 EVENTS OF DEFAULT Any one of the following shall constitute an event of default (an “Event of Default”) under this Agreement: 7.
Convertible Indebtedness. (a) Lender hereby agrees to convert the Convertible Indebtedness into shares of Common Stock immediately prior to the closing (the “Closing”) of the purchase and sale of securities of Immediatek pursuant to that certain Securities Purchase Agreement (“Purchase Agreement”) entered into, or to be entered into, by and among Immediatek, Radical Holdings LP (or its affiliates) and the other parties thereto. The number of shares of Common Stock issuable to Lender upon conversion of the Convertible Indebtedness shall be equal to the amount of the principal balance of the Convertible Indebtedness, divided by $1.25 per share of Common Stock (such conversion price is post-reverse split occurring prior to the Closing) (“Conversion Price”).
(b) Immediatek will issue the shares of Common Stock issuable pursuant to Section 1(a) hereof within five (5) business days from the date of the Closing.
(c) Immediatek shall not issue fractions of shares of Common Stock upon conversion of the Convertible Indebtedness or scrip in lieu thereof. If any fraction of a share of Common Stock would, except for the provisions of this Section 1(c), be issuable upon conversion of the Convertible Indebtedness, Immediatek shall in lieu thereof pay to the person entitled thereto an amount in cash equal to such fraction times the Conversion Price.
Convertible Indebtedness. Debt convertible into Equity Interest of Sanmina or any of its Subsidiaries at the option of the holder thereof. Corporate Head Office Campus: Sanmina's head office campus located at ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, 2701 Zanker Road, ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇ and ▇▇ ▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇. Co-Syndication Agents: Deutsche Bank Securities Inc. and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ Senior Funding, Inc. Credit Judgment: Agent's reasonable credit judgment exercised in good faith, based upon its consideration of any factor that it believes (a) could reasonably be expected to adversely affect the quantity, quality, mix or value of Collateral (including any Applicable Law that may inhibit collection of an Account), the enforceability or priority of Agent's Liens, or the amount that Agent and Lenders could receive in liquidation of any Collateral; (b) suggests that any collateral report or financial information delivered by any Obligor is incomplete, inaccurate or misleading in any material respect; (c) materially increases the likelihood of any Insolvency Proceeding involving an Obligor; or (d) creates or could reasonably be expected to result in a Default or Event of Default. In exercising such judgment, Agent may consider any factors that could reasonably be expected to increase the credit risk of lending to Borrowers on the security of the Collateral, including any facts arising in any Collateral review done from time to time. CWA: the Clean Water Act (33 U.S.C. §§ 1251 et seq.). Debt: as applied to any Person, without duplication, (a) all items that would be included as liabilities on a balance sheet in accordance with GAAP, including Capital Leases, but excluding accounts payables incurred and being paid in the Ordinary Course of Business; (b) all Contingent Obligations where the primary obligation associated therewith would constitute Debt under this definition; (c) all reimbursement obligations in connection with letters of credit issued for the account of such Person; and (d) in the case of a Borrower, the Obligations. The Debt of a Person shall include any recourse Debt of any partnership in which such Person is a general partner or joint venturer. Default: an event or condition that, with the lapse of time or giving of notice, would constitute an Event of Default. Default Rate: for any Obligation (including, to the extent permitted by law, interest not paid when due), 2% plus the interest rate otherwise applicable thereto.
Convertible Indebtedness. (f) Funded Debt of the Borrower or any of its Subsidiaries secured by mortgage liens, provided that, while an Event of Default exists, no additional Funded Debt of the Borrower or any of its Subsidiaries secured by mortgage liens shall be incurred; (g) unsecured inter-company Indebtedness between and among the Borrower and its Subsidiaries, provided that any such Indebtedness under this subsection (g) owing by a Credit Party shall be subordinated in writing to the Obligations on terms acceptable to the Administrative Agent; -91- LEGAL02/47543734v6
Convertible Indebtedness. There is no Polycom Indebtedness (i) that carries the right to vote on any matters on which equity holders may vote (or which is convertible into, or exchangeable for, securities having such right); or (ii) the value of which is in any way based upon or derived from capital stock or other Equity Interests of Polycom.