Common use of Effect of Conversion, Conversion Procedure, Etc Clause in Contracts

Effect of Conversion, Conversion Procedure, Etc. Upon conversion of the Note pursuant to this Section 3, provided that the securities issued upon such conversion are duly and validly issued and are nonassessable, the Company will be forever released and discharged from all of its obligations and liabilities under the Note, including without limitation the obligation to pay the principal amount and accrued interest. In connection with such conversion, the Company shall have the right to set a reference date for the conversion of accrued interest under the Note. No fractional securities shall be issuable by the Company upon conversion of the Note. In lieu of any fractional security which would otherwise be issuable upon conversion of the Note, the Company shall pay to the Purchaser an amount in cash equal to the product of such fraction multiplied by the applicable conversion price. The Company shall deliver written notice to the Purchaser at the Purchaser’s address, notifying the Purchaser of the conversion and specifying the number, class, and series, if applicable, of securities into which the Note is being converted. Upon conversion of the Note, the Purchaser shall surrender the Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. Following such surrender, the Company will, at its expense, issue and deliver to the Purchaser, at such principal office, a certificate (or evidence of book entry recording if the securities are uncertificated) for the securities to which the Purchaser is entitled as a result of such conversion and a check payable to the Purchaser for any cash amounts payable in lieu of any fractional share in accordance with this Section 3.4.

Effect of Conversion, Conversion Procedure, Etc. Upon conversion of the any Note pursuant to this Section 3, provided that the securities issued upon such conversion are duly and validly issued and are nonassessable, the Company will be forever released and discharged from all of its obligations and liabilities under the such Note, including without limitation the obligation to pay the principal amount and accrued interest. In connection with such conversion, the Company shall have the right to set a reference date for the conversion of accrued interest under the Note. No fractional securities shall be issuable by the Company upon conversion of the any Note. In lieu of any fractional security which would otherwise be issuable upon conversion of the any Note, the Company shall pay to the Purchaser holder of such Note an amount in cash equal to the product of such fraction multiplied by the applicable conversion price. The Company shall deliver written notice to the Purchaser holder at the Purchaserholder’s address, notifying the Purchaser holder of the conversion and specifying the number, class, and series, if applicable, of securities into which the Note note is being converted. Upon conversion of the each Note, the Purchaser holder thereof shall surrender the such Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. Following such surrender, the Company will, at its expense, issue and deliver to the Purchasersuch holder, at such principal office, a certificate (or evidence of book entry recording if the securities are uncertificated) certificates for the securities to which the Purchaser such holder is entitled as a result of such conversion and a check payable to the Purchaser such holder for any cash amounts payable in lieu of any fractional share or unit in accordance with this Section 3.4.