Series B Common Stock Clause Samples

Series B Common Stock. The Debenture shall be convertible into the Conversion Shares, which shall consist of fully paid and nonassessable shares of Series B Common Stock of the Borrower, at the option of Lender, upon the terms set forth herein and in the Debenture, at any time within the period (the "Conversion Exercise Period") commencing on the Closing Date and terminating on the Maturity Date (as the same may be extended by the Lender pursuant to the terms hereof). The issuance of the Conversion Shares upon conversion of the Debenture shall be made without charge to Lender for any issuance tax in respect thereof or other cost incurred by the Borrower in connection with such conversion and the related issuance of shares of Series B Common Stock. Upon conversion, the Borrower will take all such actions as are necessary in order to insure that the Series B Common Stock issued as a result of such conversion is validly issued, fully paid, and nonassessable. The Borrower will not close its books with respect to the transfer of Series B Common Stock issued or issuable upon conversion of the Debenture in any manner that interferes with the timely conversion of the Debenture. The Borrower shall at all times reserve for issuance a number of shares of Series B Common Stock equal to the maximum number of shares issuable upon conversion of the Debenture.

Series B Common Stock. In exchange for the transfer of the class B common stock of ▇▇▇▇▇▇▇▇.▇▇▇ pursuant to subsection 1.1. hereof, Zycom shall on the Closing Date, and contemporaneously with such transfer of the class B common stock of ▇▇▇▇▇▇▇▇.▇▇▇ to it by the Shareholders, issue and deliver to the Shareholders certificates representing one share of series B common stock of Zycom for each outstanding share of class B common stock of ▇▇▇▇▇▇▇▇.▇▇▇ to be exchanged at Closing. Such shares of Zycom shall only be issued and delivered to persons who are accredited investors as defined in Rule 501 of Regulation D promulgated by the Securities and Exchange Commission.

Series B Common Stock. Each share of Series B Common Stock outstanding immediately prior to the Effective Time (other than any shares of Company Common Stock to be canceled in accordance with Section 1.14 or Dissenting Shares) shall be automatically converted into the right to receive a number of shares of Purchaser Common Stock equal to: (i) the Per Series B Common Share Consideration divided by (ii) the Redemption Price.

Series B Common Stock