Conversion Blocker definition
Examples of Conversion Blocker in a sentence
Upon the effectiveness of any waiver of the OTS Conversion Blocker, the transfer restrictions in this Section 12.01(c) shall terminate.
The undersigned has caused this Notice of Conversion Blocker Election to be executed by the undersigned’s respective authorized person(s), hereunto duly authorized, as of the date set forth below.
Notwithstanding the foregoing, this Section 16 Conversion Blocker shall not apply with respect to a Lender if such Lender is subject to Section 16(a) of the Exchange Act without regard to the aggregate number of shares of Common Stock issuable upon conversion of the Loans and upon conversion, exercise or sale of securities or rights to acquire securities that have limitations on the Lender’s right to convert, exercise or purchase similar to this limitation.
If conversion of a Holder’s Debentures is being prevented by the Insurance Conversion Blocker, such Holder will agree to promptly make the Insurance Filing that would be required to obtain the required Insurance Regulatory Approvals.
The undersigned Holder hereby acknowledges and agrees that the Company may rely solely upon its receipt of this Notice of Conversion by such Holder as sufficient evidence that no Conversion Blocker is in effect with respect to the principal amount of Debentures such Holder is hereby irrevocably exercising its option to convert into shares of Common Stock or Reference Property, as the case may be, in accordance with the terms of the Indenture referred to in this Debenture.
Notwithstanding the foregoing, this Section 16 Conversion Blocker shall not apply with respect to a beneficial owner of the Notes if such beneficial owner is subject to Section 16(a) of the Exchange Act without regard to the aggregate number of shares of Common Stock issuable upon conversion of the Notes and upon conversion, exercise or sale of securities or rights to acquire securities that have limitations on such beneficial owner’s right to convert, exercise or purchase similar to this limitation.
The Company shall not be liable to the Holder or any other Person for any breach of any Conversion Blocker resulting from actions the Company is otherwise required to take in connection with any conversion of all or part of such Holder’s Debentures in reliance on the Notice of Conversion delivered by the Holder.
In addition, the undersigned Holder hereby acknowledges and agrees that the Company shall not be liable to such Holder or any other Person for any breach of any Conversion Blocker resulting from actions the Company is required to take in connection with any conversion of all or part of such Holder’s Debentures in reliance on this Notice of Conversion.
Notwithstanding the foregoing, this Section 16 Conversion Blocker shall not apply with respect to the Holder if the Holder is subject to Section 16(a) of the Exchange Act without regard to the aggregate number of shares of Common Stock issuable upon exercise of this Warrant and upon conversion, exercise or sale of securities or rights to acquire securities that have limitations on the Holder’s right to convert, exercise or purchase similar to this limitation.
However, this Section 16 Conversion Blocker shall not apply with respect to a Holder if such Holder is subject to Section 16(a) of the Exchange Act without regard to the aggregate number of shares of Common Stock issuable upon conversion of the Notes and upon conversion, exercise or sale of securities or rights to acquire securities that have limitations on the Holder’s right to convert, exercise or purchase similar to this limitation.