Maturity Date Conversion. If the Next Equity Financing or a Corporate Transaction has not occurred on or before the Maturity Date, the Outstanding Amounts Due may be converted, at the option of the Foundation, in whole or in part, into Conversion Shares, with the number of Conversion Shares to be issued upon such conversion equal to the quotient obtained by dividing the amount of the Outstanding Amounts Due elected to be converted by the Foundation on the date of conversion, by the Conversion Price. In the interest of avoidance of doubt, if Foundation does not so elect to convert, or elects to only convert a portion of the Outstanding Amounts Due, then all or the remainder of the Outstanding Amounts Due, respectively, shall become immediately due and payable on the Maturity Date without any further action required on the part of any Party.
Maturity Date Conversion. In the event that aPledge Digital Security Tokens remain outstanding on the Maturity Date, then the Outstanding Token Balance of aPledge Digital Security Tokens shall automatically without any further action by the Holder convert as of the Maturity Date into Class B class of shares of the Company’s Common Stock at a conversion price equal to the quotient resulting from dividing $20,000,000 by the number of outstanding shares of Common Stock of the Company as of the Maturity Date (assuming conversion of all securities convertible into Common Stock and exercise of all outstanding options and warrants, including all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, but excluding the shares of equity securities of the Company issuable upon the conversion under this Agreement or other convertible securities issued for capital raising purposes (e.g., Simple Agreements for Future Equity)).
Maturity Date Conversion. Subject to Section 2.7, if no offering and sale of equity securities of the Company approved by the Company’s Board of Directors occurs on or prior to the Maturity Date, then each Purchaser shall have the right to convert, on the Maturity Date, the outstanding principal amount of, and all accrued and unpaid interest on, the Bridge Notes, in whole but not in part, into shares of the Common Stock, at a price per share equal to the lower of (i) the Exercise Price (as defined in the Warrants) or (ii) the Current Weighted Market Price (as defined in the Warrants) on the Maturity Date. If the Purchasers exercise such right, the Bridge Notes will be deemed to be paid in full on the Maturity Date.
Maturity Date Conversion. If the Company does not consummate a Qualified Financing on or prior to the Maturity Date, then, at any time on or following the occurrence of the Maturity Date (including at any time on or after the occurrence of a Qualified Financing following the Maturity Date), unless the Company shall have repaid the full outstanding principal amount of this Note and all unpaid accrued interest thereon, the Holder shall have the right to elect (but shall have no obligation to elect), upon delivery of written notice of such election by the Holder to the Company (which, in the case of a conversion of the Note on the Maturity Date, shall be delivered by the Holder at least one day prior to the Maturity Date), to convert all (but not less than all) of the outstanding principal balance of the Note, and all accrued and unpaid interest thereon, without the payment of additional consideration by the Holder, into that number of shares of Common Stock, equal to a quotient (i) the numerator of which is equal to the Conversion Amount as of the Conversion Date, and (ii) the denominator of which is equal to the Common Stock Conversion Price as in effect as of the Conversion Date. Any such conversion pursuant to this CLAUSE (A) shall be deemed effective (x) with respect to any conversion on the Maturity Date, on the Maturity Date to the extent that the Holder shall have delivered written notice of such conversion to the Company pursuant to this CLAUSE (A) at least one day prior to the Maturity Date, and (y) with respect to any conversion following the Maturity Date, on the date that the Holder shall deliver written notice of such conversion to the Company pursuant to this CLAUSE (A) (the "MATURITY DATE CONVERSION DATE").
Maturity Date Conversion. In the event that this Note remains outstanding on the Maturity Date, then the outstanding principal balance of this Note and any unpaid accrued interest shall upon the election of the Holder given prior to the Maturity Date, convert as of the Maturity Date into shares of a newly created series of the Company’s preferred stock (the “Series C-1 Preferred”) at a conversion price equal to the price paid per share for the Company’s Series C Preferred Stock and which will have identical rights, privileges, preferences and restrictions as the Company’s Series C Preferred Stock, other than the Series C-1 Preferred shall be entitled to no vote on any matters submitted to the Company’s stockholders (the “Maturity Date Conversion”). The Series C-1 Preferred will be subject to the Amended and Restated Investor Rights Agreement, by and among the Company and the Investors party thereto, dated as of December 16, 2014 (the “IRA”) and the Amended and Restated Voting Agreement, by and among the Company and the Investors party thereto, dated as of December 16, 2014 (the “Voting Agreement”), provided, however, that the Series C-1 Preferred will not be included in the voting or amendment thresholds under such agreements. In the event of a Maturity Date Conversion by any of the Holders of the Notes, the Company and the Holder, and each of the Holder’s affiliates that holds any shares of capital stock of the Company as of the date of such Maturity Date Conversion, shall amend the IRA, the Voting Agreement and the Company’s certificate of incorporation to include the Series C-1 Preferred.
Maturity Date Conversion. Notwithstanding anything to the contrary contained herein, if the Holder does not convert this Note prior to the Maturity Date, then so long as no Event of Default specified in clause (e) or (f) of Section 4.1 or Repurchase Event has occurred and is continuing, on the Maturity Date the principal of and accrued interest on this Note that is outstanding on the Maturity Date shall automatically convert, without further action by the Holder, into shares of Common Stock. The number of shares of Common Stock issued by the Company to the Holder upon such conversion shall be the quotient obtained by dividing (x) the outstanding principal of and accrued interest on this Note on the Maturity Date by (y) the Conversion Price then in effect. No fractional share of Common Stock shall be issuable to the Holder upon such conversion and in lieu thereof the Company shall pay cash to the Holder in the amount of any principal of or interest on this Note that would otherwise convert into shares of Common Stock.
Maturity Date Conversion. If the Company has not paid or otherwise converted the entire Balance before the Maturity Date, then on the Maturity Date, all of the Balance then outstanding will automatically convert into Conversion Stock at the Conversion Price then in effect. Conversion shall be deemed to have occurred under this Section 6.2.2 at the close of business on the Maturity Date.
Maturity Date Conversion. If the Obligations or any portions thereof are not repaid and satisfied in full on or before the Maturity Date (other than a Maturity Date resulting from an acceleration arising from a Superior Proposal EOD), then immediately at the option of the Lender, which may be exercised in the Lender’s sole discretion by giving written notice thereof to the Borrower within five (5) Business Days thereof, the outstanding Principal plus any accrued but unpaid interest thereon, and the Late Payment Penalty shall be converted into Conversion Shares at the applicable Conversion Price (such conversion, a “Maturity Date Conversion”).
Maturity Date Conversion. In the event that this Note remains outstanding on the Maturity Date, then the outstanding principal balance of this Note and any unpaid accrued interest (the “Total Amount”) may, upon the written election of the Holder, either (i) be redeemed for the cash value of the Total Amount, or (ii) convert as of the Maturity Date into shares of the Company’s Common Stock at a conversion price equal to the quotient resulting from dividing Fifty Million Dollars ($50,00,000) by the number of outstanding shares of Common Stock of the Company as of the Maturity Date (assuming conversion of all convertible securities and exercise of all outstanding options, warrants, phantom stock, stock appreciation rights, and other rights to acquire capital stock of the Company, including any shares reserved and available for future grant under any equity incentive or similar plan of the Company, and/or any equity incentive or similar plan to be created or increased in connection with the Qualified Financing, but excluding the shares of equity securities of the Company issuable upon the conversion of the Note or other convertible securities issued for capital raising purposes (e.g., other convertible notes and Simple Agreements for Future Equity)).
Maturity Date Conversion. In the event that this Note remains outstanding on the Maturity Date, then the outstanding principal balance of this Note and any unpaid accrued interest shall upon the election of the Holder given prior to the Maturity Date, convert as of the Maturity Date into shares of the Company’s Series C Preferred Stock (the “Series C Preferred”) at a conversion price equal to the price paid per share for the Company’s Series C Preferred Stock (the “Maturity Date Conversion”).”
3. This Amendment shall be governed by and construed under the laws of the State of Delaware as applied to agreements among Delaware residents, made and to be performed entirely within the State of Delaware.
4. Except as provided herein, the Notes shall remain unamended and in full force and effect. This Amendment may be executed in one or more counterparts each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. [Signature pages follow]
