Common use of Termination of Option Securities and Convertible Securities Clause in Contracts

Termination of Option Securities and Convertible Securities. The ----------------------------------------------------------- Company will take all action necessary to terminate the exercise rights of all outstanding Option Securities and the conversion rights of all Convertible Securities issued by the Company as of the Effective Time to the extent such option and conversion rights are not exercised prior to the Merger Closing, and to provide timely notice to all holders of Option Securities and Convertible Securities notifying them of such termination. Without the prior written consent of VIALOG, except as set forth in Section 3.15(a) of the Disclosure Schedule, (a) such termination or notice will not cause an acceleration of the exercise, conversion or vesting schedule of any Option Security or of any Convertible Security, and (b) the Company will not otherwise accelerate, or cause an acceleration of, the exercise, conversion or vesting schedule of any Option Security or Convertible Security. Prior to the Merger Closing, the Company will issue Certificates to all holders of properly exercised Option Securities and properly converted Convertible Securities. Such Certificates will accurately represent the number of Shares to which such holder is entitled by virtue of such exercise or conversion and the Company will amend Section 3.15(b) of the Disclosure Schedule accordingly.

Termination of Option Securities and Convertible Securities. The Company ----------------------------------------------------------- Company will take all action necessary to terminate the exercise rights of all outstanding Option Securities and the conversion rights of all Convertible Securities issued by the Company as of the Effective Time to the extent such option and conversion rights are not exercised prior to the Merger Closing, and to provide timely notice to all holders of Option Securities and Convertible Securities notifying them of such termination. Without the prior written consent of VIALOG, except as set forth in Section 3.15(a) of the Disclosure ScheduleLetter, (a) such termination or notice will not cause an acceleration of the exercise, conversion or vesting schedule of any Option Security or of any Convertible Security, and (b) the Company will not otherwise accelerate, or cause an acceleration of, the exercise, conversion or vesting schedule of any Option Security or Convertible Security. Prior to the Merger Closing, the Company will issue Certificates to all holders of properly exercised Option Securities and properly converted Convertible Securities. Such Certificates will accurately represent the number of Shares to which such holder is entitled by virtue of such exercise or conversion and the Company will amend Section 3.15(b) of the Disclosure Schedule Letter accordingly.

Termination of Option Securities and Convertible Securities. The ----------------------------------------------------------- Company will take all action necessary to terminate the exercise rights of all outstanding Option Securities and the conversion rights of all Convertible Securities issued by the Company as of the Effective Time to the extent such option and conversion rights are not exercised prior to the Merger Closing, and to provide timely notice to all holders of Option Securities and Convertible Securities notifying them of such termination. Without the prior written consent of VIALOG, except as set forth in Section 3.15(a) of the Disclosure ScheduleLetter, (a) such termination or notice will not cause an acceleration of the exercise, conversion or vesting schedule of any Option Security or of any Convertible Security, and (b) the Company will not otherwise accelerate, or cause an acceleration of, the exercise, conversion or vesting schedule of any Option Security or Convertible Security. Prior to the Merger Closing, the Company will issue Certificates to all holders of properly exercised Option Securities and properly converted Convertible Securities. Such Certificates will accurately represent the number of Shares to which such holder is entitled by virtue of such exercise or conversion and the Company will amend Section 3.15(b) of the Disclosure Schedule Letter accordingly.