Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 18 contracts
Samples: Convertible Note (Nukkleus Inc.), Convertible Note (Abpro Holdings, Inc.), Convertible Note (Atlantic Coastal Acquisition Corp. II)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, option (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 10 contracts
Samples: Securities Purchase Agreement (Adagio Medical Holdings, Inc.), Securities Purchase Agreement (EF Hutton Acquisition Corp I), Securities Purchase Agreement (Ondas Holdings Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate price for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 3.4(b) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 9 contracts
Samples: Note Agreement (SEALSQ Corp), Note Agreement (SEALSQ Corp), Note Agreement (SEALSQ Corp)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “"Corporate Event”"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s 's option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 6 contracts
Samples: Convertible Promissory Note (Coeptis Therapeutics Holdings, Inc.), Convertible Note (Applied Digital Corp.), Convertible Note (Applied Digital Corp.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate price for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 3.4(b) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 6 contracts
Samples: Note Agreement (Trio Petroleum Corp.), Note Agreement (Healthcare Triangle, Inc.), Note Agreement (Trio Petroleum Corp.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the each Holder will thereafter have the right right, at such Holder’s option, to receive upon a conversion of this Note, at all the Holder’s option, Preferred Shares held by such Holder (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets (the “Corporate Event Consideration”) to which the such Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the such Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of the Preferred Shares set forth in this NoteCertificate of Designations) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the such Holder would have been entitled to receive had this Note the Preferred Shares held by such Holder initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate of an Alternate Conversion. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required Holders. The provisions of this Section 7 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of the Preferred Shares set forth in this NoteCertificate of Designations.
Appears in 5 contracts
Samples: Second Amendment and Exchange Agreement (Nauticus Robotics, Inc.), Securities Purchase Agreement (IMAC Holdings, Inc.), Securities Purchase Agreement (IMAC Holdings, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the each Holder will thereafter have the right to receive upon a conversion of this Note, at all the Holder’s option, Preferred Shares held by such Holder (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the such Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the such Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of the Preferred Shares contained in this NoteCertificate of Designations) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the such Holder would have been entitled to receive had this Note the Preferred Shares held by such Holder initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersRate. The provisions of this Section 5(b) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of the Preferred Shares contained in this NoteCertificate of Designations.
Appears in 5 contracts
Samples: Equity Purchase Agreement (Mabvax Therapeutics Holdings, Inc.), Exchange Agreement (Majesco Entertainment Co), Exchange Agreement (Majesco Entertainment Co)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “"Corporate Event”"), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s 's option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 5 contracts
Samples: Convertible Debenture Unit Purchase Agreement (CardioGenics Holdings Inc.), Convertible Debenture Unit Purchase Agreement (CardioGenics Holdings Inc.), Exchange Agreement (Seaway Valley Capital Corp)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which all or substantially all of the record holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) if the Common Stock shall remain outstanding following such Fundamental Transaction, then in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) if the Common Stock shall cease to remain outstanding following such Fundamental Transaction, then in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required Holder and Other Holders. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 4 contracts
Samples: Second Exchange Agreement (Amyris, Inc.), Exchange Agreement (Amyris, Inc.), Exchange Agreement (Amyris, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 4 contracts
Samples: Convertible Promissory Note (SMX (Security Matters) Public LTD Co), Convertible Promissory Note (SMX (Security Matters) Public LTD Co), Reciprocal Standby Equity Purchase Agreement (Lionheart III Corp)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 4 contracts
Samples: Convertible Note (Metalico Inc), Convertible Note (Metalico Inc), Convertible Note (Metalico Inc)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 4 contracts
Samples: Convertible Note (Powell Max LTD), Convertible Note (Powell Max LTD), Convertible Note (Wearable Devices Ltd.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s option, option (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 4 contracts
Samples: Securities Agreement (Remark Holdings, Inc.), Convertible Security Agreement (Remark Holdings, Inc.), Securities Agreement (Remark Holdings, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 3 contracts
Samples: Convertible Note (Next.e.GO N.V.), Convertible Note (Next.e.GO N.V.), Convertible Note (Next.e.GO N.V.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “"Corporate Event”"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s 's option, (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 3 contracts
Samples: Convertible Note (SaverOne 2014 Ltd.), Standby Equity Purchase Agreement (Zapp Electric Vehicles Group LTD), Standby Equity Purchase Agreement (Zapp Electric Vehicles Group LTD)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate price for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 3.4(b) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 3 contracts
Samples: Note Agreement (Caravelle International Group), Note Agreement (Caravelle International Group), Note (Caravelle International Group)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “"Corporate Event”"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s 's option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such Common Shares shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to the shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 3 contracts
Samples: Convertible Promissory Note (micromobility.com Inc.), Convertible Promissory Note (micromobility.com Inc.), Convertible Promissory Note (micromobility.com Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, option (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 3 contracts
Samples: Convertible Security Agreement (Dolphin Entertainment, Inc.), Convertible Security Agreement (Dolphin Entertainment, Inc.), Convertible Security Agreement (Dolphin Entertainment, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “"Corporate Event”"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s 's option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 3 contracts
Samples: Convertible Debenture (China Xiangtai Food Co., Ltd.), Convertible Debenture (China Xiangtai Food Co., Ltd.), Convertible Debenture (China Xiangtai Food Co., Ltd.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, Note (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at using a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 3 contracts
Samples: Securities Purchase Agreement (Brazil Minerals, Inc.), Convertible Promissory Note (Puramed Bioscience Inc.), Secured Convertible Promissory Note (Cord Blood America, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 3 contracts
Samples: Stock Purchase Agreement (Imation Corp), Securities Purchase Agreement (Biovest International Inc), Securities Purchase Agreement (Broadvision Inc)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “"Corporate Event”"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s 's option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Canoo Inc.), Securities Purchase Agreement (Canoo Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “"Corporate Event”"), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Rancher Energy Corp.), Securities Purchase Agreement (Composite Technology Corp)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section 3(g) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 2 contracts
Samples: Convertible Note (Baijiayun Group LTD), Convertible Note (Baijiayun Group LTD)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, Debenture (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Baxano Surgical, Inc.), Securities Purchase Agreement (Baxano Surgical, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Change of Control Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 2 contracts
Samples: Secured Convertible Debenture (Senesco Technologies Inc), Secured Convertible Debenture (Senesco Technologies Inc)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the each Holder will thereafter have the right to receive upon a conversion of this Note, at all the Holder’s option, Preferred Shares held by such Holder (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the such Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the such Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of the Preferred Shares contained in this NoteCertificate of Designations) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the such Holder would have been entitled to receive had this Note the Preferred Shares held by such Holder initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding proceeding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 7 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of the Preferred Shares contained in this NoteCertificate of Designations.
Appears in 2 contracts
Samples: Loan and Security Agreement (Fuelcell Energy Inc), Underwriting Agreement (Fuelcell Energy Inc)
Other Corporate Events. In addition to to, and not in substitution for for, any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will shall thereafter have the right to receive receive, upon a conversion of this Note, at the Holder’s option, option (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteNote pursuant to Section 3(d) or otherwise), or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 2 contracts
Samples: Securities Purchase Agreement (TNL Mediagene), Securities Purchase Agreement (Blue Ocean Acquisition Corp)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, option (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Sundial Growers Inc.), Securities Purchase Agreement (Globus Maritime LTD)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holderelection of the Company’s optionBoard of Directors (the “Board”), (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersBoard. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 2 contracts
Samples: Securities Purchase Agreement (Niocorp Developments LTD), Securities Purchase Agreement (Niocorp Developments LTD)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares ADSs are entitled to receive securities or other assets with respect to or in exchange for Common Shares ADSs (a “"Corporate Event”"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s 's option, (i) in addition to the Common Shares ADSs receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares ADSs had such Common Shares ADSs been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the Common Shares ADSs otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares ADSs in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to Common SharesADSs) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 2 contracts
Samples: Deposit Agreement (Citibank,N.A./ADR), Convertible Debenture (AnPac Bio-Medical Science Co., Ltd.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior Prior to the consummation of any Fundamental Transaction recapitalization, reorganization, consolidation, merger, spin-off or other business combination (other than a Change of Control) pursuant to which holders of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Purchase Agreement (Global Power Equipment Group Inc/)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, Note at any time after the Holder’s option, (i) in addition consummation of the Fundamental Transaction but prior to the Maturity Date, in lieu of the shares of the Common Shares receivable Stock (or other securities, cash, assets or other property) purchasable upon the conversion of this Note prior to such conversionFundamental Transaction, such securities shares of stock, securities, cash, assets or any other property whatsoever (including warrants or other assets to purchase or subscription rights) which the Holder would have been entitled with respect to receive upon the happening of such Common Shares Fundamental Transaction had such Common Shares this Note been held by the Holder upon converted immediately prior to the consummation of such Corporate Event Fundamental Transaction (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of , but after the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation calculation of such Corporate Event in such amounts as number of shares, the Holder would have been entitled provisions of Section 3(d) shall continue to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion Priceapply). Provision Any provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares Stock had such Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (GigCapital5, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Majority of Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Purchase Agreement (Crumbs Bake Shop, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “"Corporate Event”"), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s 's option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Convertible Note (Commerce Planet)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required Holders. The provisions of this Section (3) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Convertible Note (OneMedNet Corp)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, Note (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at using a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Purchase Agreement (Competitive Technologies Inc)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares shares of Preferred Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares shares of Preferred Stock had such shares of Preferred Stock (or the Common Shares Stock into which such shares of Preferred Stock are convertible) been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares shares of Preferred Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Sharesshares of Preferred Stock) at a conversion rate for such consideration commensurate with the Preferred Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Security Agreement (Streamline Health Solutions Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, option (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 10(b) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Warrant Exchange Agreement (SELLAS Life Sciences Group, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior Prior to the consummation of any Fundamental Transaction recapitalization, reorganization, consolidation, merger, spin-off or other business combination (other than a Change of Control) pursuant to which holders of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s optionDebenture, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions holders of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on Debentures representing at least a majority of the conversion or redemption aggregate principal amount of this Notethe Debentures then outstanding.
Appears in 1 contract
Samples: Securities Purchase Agreement (Telecommunication Systems Inc /Fa/)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteSecurity, at the Holder’s option, option (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteSecurity) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Security initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required HoldersHolder. The provisions of this Section 5 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteSecurity.
Appears in 1 contract
Samples: Security Purchase Agreement (Surf Air Mobility Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior Prior to the consummation of any Fundamental Transaction recapitalization, reorganization, consolidation, merger, spin-off or other business combination (other than a Change of Control) pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, Debenture at the Holder’s optionConversion Price, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders holder of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common Shares) at a conversion rate ratio for such consideration commensurate with the Conversion PriceRatio. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteHolder.
Appears in 1 contract
Samples: Debenture Agreement (Interoil Corp)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, option (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate price for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 3.4(b) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption prepayment of this Note.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersRequisite Buyers (as defined in the Securities Purchase Agreement). The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion Fixed Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Convertible Note (Rail Vision Ltd.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”"CORPORATE EVENT"), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Senior Secured Convertible Note (Inksure Technologies Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, option (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “"Corporate Event”"), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s 's option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversionconversion or exchange, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Purchase Agreement (A-Power Energy Generation Systems, Ltd.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior Prior to the consummation of any Fundamental Transaction recapitalization, reorganization, consolidation, merger, spin-off or other business combination (other than a Change of Control) pursuant to which all or substantially all holders of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions holders of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on Notes representing at least a majority of the conversion or redemption aggregate principal amount of this Notethe Notes then outstanding.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior Prior to the consummation of any Fundamental Transaction recapitalization, reorganization, consolidation, merger, spin-off or other business combination (other than a Change of Control) pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”"CORPORATE EVENT"), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, Debenture at the Holder’s optionConversion Price, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders holder of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with a conversion rights for the form of such consideration (as opposed to shares of Common Shares) at a conversion rate ratio for such consideration commensurate with the Conversion PriceRatio. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteHolder.
Appears in 1 contract
Samples: Debenture Agreement (Interoil Corp)
Other Corporate Events. In addition to and not in ------------------------ substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”"CORPORATE EVENT"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion Conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversionConversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversionConversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion Conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion Conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion Conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Exchange Agreement (Charys Holding Co Inc)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, in the event that prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Purchase Agreement (Minrad International, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holderelection of the Company’s optionBoard of Directors (the “Board”), (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersBoard. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Purchase Agreement (Niocorp Developments LTD)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance reasonably satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares or ADSs are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares or ADSs (a “"Corporate Event”"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s 's option, (i) in addition to the Common ADSs and underlying Ordinary Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common ADSs or Ordinary Shares had such Common Shares shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the Common ADSs and underlying Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common ADSs or Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to Common Sharesthe ADSs) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 1 contract
Samples: Securities Purchase Agreement (Molecular Data Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate price for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 3.5(b) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Note Agreement (iQSTEL Inc)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the each Holder will thereafter during the period sixty (60) days following the Corporate Event have the right to receive upon a conversion of this Note, at all the Holder’s option, Preferred Shares held by such Holder (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the such Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the such Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of the Preferred Shares contained in this NoteCertificate of Designations) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the such Holder would have been entitled to receive had this Note the Preferred Shares held by such Holder initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersRate. The provisions of this Section 7 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of the Preferred Shares contained in this NoteCertificate of Designations.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Conversion Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Conversion Shares had such Common Conversion Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Conversion Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Purchase Agreement (Applied Dna Sciences Inc)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, option (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets (the “Corporate Event Consideration”) to which the Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 6 shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Securities Purchase Agreement (NewGenIvf Group LTD)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Standby Equity Purchase Agreement (AGBA Group Holding Ltd.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture. It is acknowledged and confirmed that the Nxxx Xxxxxx will not constitute a Fundamental Transaction.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior Prior to the consummation of any Fundamental recapitalization, reorganization, consolidation, merger, spin-off or other business combination (other than a Change of Control Transaction or other than to the extent that adjustment is made under another provision of this Section 5) pursuant to which holders of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure insure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note.
Appears in 1 contract
Samples: Convertible Security Agreement (Snap Interactive, Inc)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of shares of Common Shares Stock are entitled to receive securities or other assets with respect to or in exchange for shares of Common Shares Stock (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this NoteDebenture, at the Holder’s option, (i) in addition to the shares of Common Shares Stock receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such shares of Common Shares Stock had such shares of Common Shares Stock been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteDebenture) or (ii) in lieu of the shares of Common Shares Stock otherwise receivable upon such conversion, such securities or other assets received by the holders of shares of Common Shares Stock in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note Debenture initially been issued with conversion rights for the form of such consideration (as opposed to shares of Common SharesStock) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteDebenture.
Appears in 1 contract
Samples: Secured Convertible Debenture (Kona Gold Solutions, Inc.)
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, and for so long as there are Preference Shares on issue, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Ordinary Shares are entitled to receive securities or other assets with respect to or in exchange for Common Ordinary Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the each Holder will thereafter have the right right, at such Holder’s option, to receive upon a conversion of this Note, at all the Holder’s option, Preference Shares held by such Holder (i) in addition to the Common Ordinary Shares receivable upon such conversion, such securities or other assets to which the such Holder would have been entitled with respect to such Common Ordinary Shares had such Common Ordinary Shares been held by the such Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Notethe Preference Shares set forth in the Schedule of Terms) or (ii) in lieu of the Common Ordinary Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Ordinary Shares in connection with the consummation of such Corporate Event in such amounts as the such Holder would have been entitled to receive had this Note the Preference Shares held by such Holder initially been issued with conversion rights for the form of such consideration (as opposed to Common Ordinary Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section 10(d) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Notethe Preference Shares set forth in the Schedule of Terms.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “"Corporate Event”"), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s 's option, (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this Note) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion Price. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required Holders. The provisions of this Section shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this Note. Sect 14.07 Whenever the Conversion Price is adjusted pursuant to Section (3) hereof, the Company shall promptly provide the Holder with a written notice setting forth the Conversion Price after such adjustment and setting forth a brief statement of the facts requiring such adjustment.
Appears in 1 contract
Other Corporate Events. In addition to and not in substitution for any other rights hereunder, prior to the consummation of any Fundamental Transaction pursuant to which holders of Common Shares are entitled to receive securities or other assets with respect to or in exchange for Common Shares (a “Corporate Event”), the Company shall make appropriate provision to ensure that the Holder will thereafter have the right to receive upon a conversion of this Note, at the Holder’s option, option (i) in addition to the Common Shares receivable upon such conversion, such securities or other assets to which the Holder would have been entitled with respect to such Common Shares had such Common Shares been held by the Holder upon the consummation of such Corporate Event (without taking into account any limitations or restrictions on the convertibility of this NoteNote for this purpose only) or (ii) in lieu of the Common Shares otherwise receivable upon such conversion, such securities or other assets received by the holders of Common Shares in connection with the consummation of such Corporate Event in such amounts as the Holder would have been entitled to receive had this Note initially been issued with conversion rights for the form of such consideration (as opposed to Common Shares) at a conversion rate for such consideration commensurate with the Conversion PriceRate. Provision made pursuant to the preceding sentence shall be in a form and substance satisfactory to the Required HoldersHolder. The provisions of this Section 6(b) shall apply similarly and equally to successive Corporate Events and shall be applied without regard to any limitations on the conversion or redemption of this NoteNote for this purpose only.
Appears in 1 contract
Samples: Securities Restructuring Agreement (Sundial Growers Inc.)