Conversion Restrictions definition

Conversion Restrictions shall have the meaning set forth in Section 6(c).
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Conversion Restrictions has the meaning set forth in the Certificate of Designation.
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Conversion Restrictions. Notwithstanding anything to the contrary contained herein, prior to any Transfer permitted hereunder, other than Transfers pursuant to clauses (ii) or (iii) set forth opposite the caption "Transfer Restrictions" above, the Stockholder transferring such securities shall be required to convert any shares of Convertible Preferred Stock or Series B Common Stock to be transferred into shares of Series A Common Stock prior to such Transfer. In addition, TCI Sub or its permitted transferee may convert shares of Series T Preferred Stock into Series B Common Stock at its option and without the consent of the other Stockholders, but neither TCI Sub nor any permitted transferee thereof shall convert shares of Series B Common Stock to Series A Common Stock without first offering to exchange (the "Series B Exchange") with the remaining Cable Partners (on a pro rata basis) such shares of Series B Common Stock proposed to be converted for an equal number of shares of Series A Common Stock.
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Examples of Conversion Restrictions in a sentence

  • Notwithstanding the provisions of Articles 27.8(d) and (e), the directors may by resolution waive the application of the Conversion Restriction to any exercise or exercises of the Share Conversion Right to which the Conversion Restriction would otherwise apply, or to future Conversion Restrictions generally, including with respect to a period of time.

  • The Company covenants and agrees that it will honor all Conversion Notices tendered through 5:30 p.m. (New York City time) on the Company Conversion Date.(iii) Certain Conversion Restrictions.

  • Subject to the Conversion Restrictions, the holder of this Note and the Company each shall have the right, at any time or from time to time, to convert this Note, in whole or in part, into such number of shares of Common Stock as is equal to the number determined by dividing the principal amount of this Note to be converted by the Conversion Rate in effect on the date of conversion and then adjusting such quotient, if necessary, pursuant to Section 8.6 below.

  • If and to the extent the entire principal balance of this Note cannot be converted under this provision at the Maturity Date due to the Conversion Restrictions, then the greatest portion of the principal balance that may be converted without violating the Conversion Restrictions automatically will convert, and the Maturity Date of this Note shall then be extended for an additional five years.

  • Notwithstanding any provision of clause 6.2 or clause 6.3, Suncorp is not required to give an Acquisition Conversion Notice if either or both of the Optional Conversion Restrictions would apply if the Acquisition Conversion Notice were an Exchange Notice under clause 5 and in this case the provisions of clause 6.5 will apply.

  • Upon any conversion, and subject to the Conversion Restrictions, the Holder shall elect which Tranche of Preferred Shares are to be converted.

  • The Conversion Restrictions are the only restrictions on conversion to which the Subject Securities are subject.

  • Notwithstanding any provision of Condition 7.1 or Condition 7.2, NAB is not required to give an Acquisition Conversion Notice if either or both of the Optional Conversion Restrictions would apply (reading those restrictions as if a reference to an Optional Conversion Notice were a reference to an Acquisition Conversion Notice).

  • The CPS Conversion Shares will, when issued and allotted, rank pari passu in all respects among themselves and with all other fully paid Shares in issue.Transferability:The CPS are freely transferable, provided that any transfer shall be submitted for approval by the Board to satisfy itself that no Conversion Restrictions will be triggered as a result of such transfer.

  • For the avoidance of doubt, the Conversion Restrictions set forth in this Section 4.23 shall apply to any exercise of a conversion right by a Holder of Notes, but in the case of Global Securities, only to the extent that such restrictions apply to the owners of beneficial interests in such Global Securities other than participants of the Depository who hold beneficial interests in the Notes on behalf of other Persons.

Related to Conversion Restrictions

  • Conversion Rights means exchange of, or the rights to exchange, the Principal Amount of the Loan, or any part thereof, for fully paid and nonassessable Common Stock on the terms and conditions provided in the Debentures.

  • Put Restriction means the days between the beginning of the Pricing Period and Closing Date. During this time, the Company shall not be entitled to deliver another Put Notice.

  • SEC Restrictions has the meaning set forth in Section 2(b).

  • Transfer Restrictions means restrictions that prohibit the sale, exchange, transfer, assignment, pledge, hypothecation, fractionalization, hedge or other disposal (including through the use of any cash-settled instrument), whether voluntarily or involuntarily by the Grantee, of an Award or any shares of Common Stock, cash or other property delivered in respect of an Award.

  • Ownership Restrictions means collectively the Ownership Limit as applied to Persons other than the Initial Holder or Look-Through Entities, the Initial Holder Limit as applied to the Initial Holder and the Look-Through Ownership Limit as applied to Look-Through Entities.

  • Transfer Restriction means any condition to or restriction on the ability of the Subscriber to pledge, sell, assign or otherwise transfer the Shares under any organizational document, policy or agreement of, by or with the Company, but excluding the restrictions on transfer described in paragraph 6(c) of this Subscription Agreement with respect to the status of the Shares as “restricted securities” pending their registration for resale or transfer under the Securities Act in accordance with applicable securities laws.

  • Existing Transfer Restrictions means Transfer Restrictions existing with respect to any securities by virtue of the fact that Counterparty may be an “affiliate” of the Issuer (as such term is defined in Rule 144 under the Securities Act).

  • Company Restricted Shares Section 2.4(c)

  • Conversion Right has the meaning provided in Section 4.5(a) hereof.

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.

  • Transfer Restriction Event shall have the meaning specified in Section 2.11.

  • Mandatory Conversion Date has the meaning set forth in Section 7(a).

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Dealing Restrictions means restrictions imposed by statute, order, regulation or Government directive, or by the Model Code or any code adopted by the Company based on the Model Code and for this purpose the Model Code means the Model Code on dealings in securities set out in Listing Rule 9, annex 1 (of the London Stock Exchange), as varied from time to time;

  • Investment Restrictions means the investment restrictions of the Fund as set forth in the Declaration of Trust including, without limitation, those described in section 2.0 of this Annual Information Form.

  • Mandatory Conversion shall have the meaning set forth in Section 6.

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • Conversion Floor Price Condition means that the relevant Alternate Conversion Price is being determined based on clause (x) of such definitions.

  • Forced Conversion Date shall have the meaning set forth in Section 6(d).

  • Initial Conversion Price has the meaning specified in Section 13.01.

  • Forced Conversion shall have the meaning set forth in Section 6(d).

  • Fixed Conversion Rates means the Maximum Conversion Rate and the Minimum Conversion Rate.

  • Company Restricted Share means each restricted share of Company Common Stock outstanding as of the Effective Time granted pursuant to any equity or compensation plan or arrangement of the Company.

  • Conversion condominium means a condominium containing structures which before the recording of the declaration, were wholly or partially occupied by persons other than those who have contracted for the purchase of condominium units and those who occupy with the consent of such purchasers.

  • Default Conversion Price shall have the meaning set forth in Section 4(b).