Common use of Share Conversion Clause in Contracts

Share Conversion. (a) Shareholder's right to exchange its PM Shares hereunder shall apply as to all, but not less than all, of the PM Shares which are eligible for exchange as described in this paragraph (a) of Section 3. Assuming Shareholder has complied with all of the conditions allowing for an exchange pursuant to this Agreement, 55,417 of the PM Shares shall be eligible for conversion as provided in this Agreement; and the remaining 23,333 PM Shares, or a portion thereof, will only be eligible for an exchange hereunder in the event, and only to the extent, the Clinic (as hereinafter defined) achieves certain Practice Accrual Earnings (as hereinafter defined) levels prior to the Determination Date. For purposes of this Agreement, the terms "Clinic" and "Practice Accrual Earnings" shall have the meanings set forth in that certain Management Agreement which is one of the Acquisition Documents. The Practice Accrual Earnings of Clinic for any twelve (12) consecutive monthly period ending on or prior to the Determination Date is hereinafter referred to as the "Clinic PAE." The parties acknowledge and agree that in the event Clinic PAE does not exceed $933,333 during any twelve (12) consecutive calendar monthly period ending on or prior to the Determination Date, then no portion of the 23,333 PM Shares shall be subject to exchange pursuant to this Agreement. In the event that, during any twelve (12) consecutive calendar monthly period ending on or prior to the Determination Date, the Clinic PAE exceeds $933,333, then the percentage of the 23,333 PM Shares which will be eligible for exchange pursuant to this Agreement (assuming compliance with all other conditions provided for in this Agreement) will be determined by multiplying 23,333 by a fraction, the numerator of which is the amount by which Clinic PAE exceeds $816,666 (but not greater than $233,333 in any event), and the denominator of which is $233,333.

Share Conversion. (a) Shareholder's right to exchange its PM Shares hereunder shall apply as to all, but not less than all, of the PM Shares which are eligible for exchange as described in this paragraph (a) of Section 3. Assuming Shareholder has complied with all of the conditions allowing for an exchange pursuant to this Agreement, 55,417 47,250 of the PM Shares shall be eligible for conversion as provided in this Agreement; and the remaining 23,333 21,000 PM Shares, or a portion thereof, will only be eligible for an exchange hereunder in the event, and only to the extent, the Clinic (as hereinafter defined) achieves certain Practice Accrual Earnings (as hereinafter defined) levels prior to the Determination Date. For purposes of this Agreement, the terms "Clinic" and "Practice Accrual Earnings" shall have the meanings set forth in that certain Management Agreement which is one of the Acquisition Documents. The Practice Accrual Earnings of Clinic for any twelve (12) consecutive monthly period ending on or prior to the Determination Date is hereinafter referred to as the "Clinic PAE." The parties acknowledge and agree that in the event Clinic PAE does not exceed $933,333 315,000 during any twelve (12) consecutive calendar monthly period ending on or prior to the Determination Date, then no portion of the 23,333 21,000 PM Shares shall be subject to exchange pursuant to this Agreement. In the event that, during any twelve (12) consecutive calendar monthly period ending on or prior to the Determination Date, the Clinic PAE exceeds $933,333315,000, then the percentage of the 23,333 21,000 PM Shares which will be eligible for exchange pursuant to this Agreement (assuming compliance with all other conditions provided for in this Agreement) will be determined by multiplying 23,333 21,000 by a fraction, the numerator of which is the amount by which Clinic PAE exceeds $816,666 280,000 (but not greater than $233,333 70,000 in any event), and the denominator of which is $233,33370,000.

Share Conversion. (a) Shareholder's right to exchange its PM Shares hereunder shall apply as to all, but not less than all, of the PM Shares which are eligible for exchange as described in this paragraph (a) of Section 3. Assuming Shareholder has complied with all of the conditions allowing for an exchange pursuant to this Agreement, 55,417 55,000 of the PM Shares shall be eligible for conversion as provided in this Agreement; and the remaining 23,333 20,000 PM Shares, or a portion thereof, will only be eligible for an exchange hereunder in the event, and only to the extent, the Clinic (as hereinafter defined) achieves certain Practice Accrual Earnings (as hereinafter defined) levels prior to the Determination Date. For purposes of this Agreement, the terms "Clinic" and "Practice Accrual Earnings" shall have the meanings set forth in that certain Management Agreement which is one of the Acquisition Documents. The Practice Accrual Earnings of Clinic for any twelve (12) consecutive monthly period ending on or prior to the Determination Date is hereinafter referred to as the "Clinic PAE." The parties acknowledge and agree that in the event Clinic PAE does not exceed $933,333 450,000 during any twelve (12) consecutive calendar monthly period ending on or prior to the Determination Date, then no portion of the 23,333 20,000 PM Shares shall be subject to exchange pursuant to this Agreement. In the event that, during any twelve (12) consecutive calendar monthly period ending on or prior to the Determination Date, the Clinic PAE exceeds $933,333450,000, then the percentage of the 23,333 20,000 PM Shares which will be eligible for exchange pursuant to this Agreement (assuming compliance with all other conditions provided for in this Agreement) will be determined by multiplying 23,333 20,000 by a fraction, the numerator of which is the amount by which Clinic PAE exceeds $816,666 400,000 (but not greater than $233,333 100,000 in any event), and the denominator of which is $233,333100,000.

Share Conversion. (a) Shareholder's right to exchange its PM Shares hereunder shall apply as to all, but not less than all, of the PM Shares which are eligible for exchange as described in this paragraph (a) of Section 3. Assuming Shareholder has complied with all of the conditions allowing for an exchange pursuant to this Agreement, 55,417 35,422 of the PM Shares shall be eligible for conversion as provided in this Agreement; and the remaining 23,333 29,220 PM Shares, or a portion thereof, will only be eligible for an exchange hereunder in the event, and only to the extent, the Clinic (as hereinafter defined) achieves certain Practice Accrual Earnings (as hereinafter defined) levels prior to the Determination Date. For purposes of this Agreement, the terms "Clinic" and "Practice Accrual Earnings" shall have the meanings set forth in that certain Management Agreement which is one of the Acquisition Documents. The Practice Accrual Earnings of Clinic for any twelve (12) consecutive monthly period ending on or prior to the Determination Date is hereinafter referred to as the "Clinic PAE." The parties acknowledge and agree that in the event Clinic PAE does not exceed $933,333 450,000 during any twelve (12) consecutive calendar monthly period ending on or prior to the Determination Date, then no portion of the 23,333 29,220 PM Shares shall be subject to exchange pursuant to this Agreement. In the event that, during any twelve (12) consecutive calendar monthly period ending on or prior to the Determination Date, the Clinic PAE exceeds $933,333450,000, then the percentage of the 23,333 29,220 PM Shares which will be eligible for exchange pursuant to this Agreement (assuming compliance with all other conditions provided for in this Agreement) will be determined by multiplying 23,333 29,220 by a fraction, the numerator of which is the amount by which Clinic PAE exceeds $816,666 400,000 (but not greater than $233,333 100,000 in any event), and the denominator of which is $233,333100,000.