Common use of Mechanics of Automatic Conversion Clause in Contracts

Mechanics of Automatic Conversion. Upon any automatic conversion of shares of Series A Preferred Stock into shares of Common Stock pursuant to this Section 5(i), the holders of such converted shares shall surrender the certificates formerly representing such shares at the office of the Corporation or of any transfer agent for Common Stock. Thereupon, there shall be issued and delivered to each such holder, promptly at such office and in his, her or its name as shown on such surrendered certificate or certificates, a certificate or certificates for the number of shares of Common Stock into which such shares of Series A Preferred Stock were so converted and cash as provided in Section 5(d) above in respect of any fraction of a share of Common Stock issuable upon such conversion. The Corporation shall not be obligated to issue certificates evidencing the shares of Common Stock issuable upon such conversion unless and until certificates formerly evidencing the converted shares of Series A Preferred Stock are either delivered to the Corporation or its transfer agent, as hereinafter provided, or the holder thereof notifies the Corporation or such transfer agent that such certificates have been lost, stolen, or destroyed and executes and delivers an agreement to indemnity the Corporation from any loss incurred by it in connection therewith.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Go2net Inc), Stock Purchase Agreement (Go2net Inc)

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Mechanics of Automatic Conversion. Upon any automatic --------------------------------- conversion of shares of Series A Preferred Stock into shares of Common Stock pursuant to this Section 5(i), the holders of such converted shares shall surrender the certificates formerly representing such shares at the office of the Corporation or of any transfer agent for Common Stock. Thereupon, there shall be issued and delivered to each such holder, promptly at such office and in his, her or its name as shown on such surrendered certificate or certificates, a certificate or certificates for the number of shares of Common Stock into which such shares of Series A Preferred Stock were so converted and cash as provided in Section 5(d) above in respect of any fraction of a share of Common Stock issuable upon such conversion. The Corporation shall not be obligated to issue certificates evidencing the shares of Common Stock issuable upon such conversion unless and until certificates formerly evidencing the converted shares of Series A Preferred Stock are either delivered to the Corporation or its transfer agent, as hereinafter provided, or the holder thereof notifies the Corporation or such transfer agent that such certificates have been lost, stolen, or destroyed and executes and delivers an agreement to indemnity the Corporation from any loss incurred by it in connection therewith.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Go2net Inc), Stock Purchase Agreement (Vulcan Ventures Inc)

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