Fixed Price Conversion Cap Sample Clauses

Fixed Price Conversion Cap. Notwithstanding anything to the contrary contained herein, the Company shall not be required to issue Shares pursuant to a Fixed Price Conversion to the extent that the Principal amount of this Note being converted pursuant to the applicable Conversion Notice, together with the aggregate Principal amount of this Note converted into Conversion Shares after the Second Amendment and Restatement Date and prior to the delivery of such Conversion Notice, would exceed the Holder’s Pro Rata Share of $10,000,000 (the “Fixed Price Conversion Cap”) (provided, for the avoidance of doubt, that upon any Fixed Price Conversion of this Note, the Company shall convert the maximum portion of Principal amount set forth in the applicable Conversion Notice that may be converted into Shares without so exceeding the Fixed Price Cap at the Fixed Conversion Price).