Common use of Other Corporate Events Clause in Contracts

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 11 contracts

Samples: Equity Purchase Agreement (Celularity Inc), GameSquare Holdings, Inc., GameSquare Holdings, Inc.

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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: SEALSQ Corp, SEALSQ Corp, 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 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 9 contracts

Samples: Securities Purchase Agreement (EF Hutton Acquisition Corp I), Securities Purchase Agreement (Ondas Holdings Inc.), Securities Purchase Agreement (BOQI International Medical, 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 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: Trio Petroleum Corp., Healthcare Triangle, Inc., Healthcare Triangle, 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 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 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 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 5 contracts

Samples: Prepaid Advance Agreement (Applied Digital Corp.), Applied Digital Corp., 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 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 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: Subordinated Convertible Debenture (Remark Holdings, Inc.), Subordinated Convertible Debenture (Remark Holdings, Inc.), 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 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: Securities Purchase Agreement (Wanxiang Group Corp), Metalico Inc, 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 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 4 contracts

Samples: Securities Purchase Agreement (IMAC Holdings, Inc.), Securities Purchase Agreement (IMAC Holdings, Inc.), Settlement, Assignment and Release 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 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: micromobility.com Inc., micromobility.com Inc., 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 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: Next.e.GO N.V., Next.e.GO N.V., 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: Equity Purchase Agreement (Zapp Electric Vehicles Group LTD), Equity Purchase Agreement (Zapp Electric Vehicles Group LTD), SaverOne 2014 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 '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: China Xiangtai Food Co., Ltd., China Xiangtai Food Co., Ltd., 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 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 3 contracts

Samples: Equity Purchase Agreement (Lionheart III Corp), SMX (Security Matters) Public LTD Co, SMX (Security Matters) Public LTD 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 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: Dolphin Entertainment, Inc., Dolphin Entertainment, Inc., 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 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: Guaranty and Security 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 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: Letter Agreement (Citibank,N.A./ADR), 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 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 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 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 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 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: Subsidiary Guarantee (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: Senesco Technologies Inc, 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 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 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 2 contracts

Samples: Wearable Devices Ltd., X3 Holdings 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 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 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

Samples: Securities Purchase Agreement (Kidpik 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 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 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: Registration Rights 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 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.)

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 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: Equity Purchase Agreement (GigCapital5, 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 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 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: 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”), 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: Subordination Agreement (Streamline Health Solutions Inc.)

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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 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: 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 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 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

Samples: Securities Purchase Agreement (Epiq Systems 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”"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: Interoil Corp

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 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 1 contract

Samples: 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 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 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

Samples: Securities Purchase Agreement (Charys Holding Co 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 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

Samples: 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 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: Pledge 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 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: 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 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

Samples: Fourth Amendment Agreement (Genius 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 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

Samples: Subordination Agreement (Near Intelligence, 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: Kona Gold 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, (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: 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 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 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

Samples: Securities Purchase Agreement (Canbiola, 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 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

Samples: Bit Digital, 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 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: 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”"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: 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 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

Samples: Securities Purchase Agreement (Nestor 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 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: Securities Purchase Agreement (Global Energy 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 '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

Samples: Prepaid Advance Agreement (Applied Digital Corp.)

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