Examples of Purchased Debenture in a sentence
The Exchange Notes shall not constitute a novation or satisfaction and accord of the applicable Purchased Debenture.
Notwithstanding anything herein to the contrary, any downward adjustment of the Purchased Debenture Conversion Price (and the corresponding Exchange Debenture Conversion Price) may be waived, either prospectively or retroactively and either generally or in a particular instance, by the consent or vote of the Holders of 85% of the principal amount of Purchased Debentures and the Exchange Debentures (voting together as a separate class).
Upon the occurrence of each adjustment or readjustment of the applicable Conversion Price pursuant to this Section 4.25, the Company at its expense shall promptly compute such adjustment or readjustment in accordance with the terms hereof and furnish to each Holder of an outstanding Exchange Debenture or Purchased Debenture, as the case may be, a certificate setting forth such adjustment or readjustment and showing in detail the facts upon which such adjustment or readjustment is based.
After due inquiry, the Company represents and warrants that at all times, the Company has complied in all material respects with all applicable securities and other applicable laws in relation with the issuance, holding and transfers of the Original Debenture and each Purchased Debenture.
Each Purchaser shall deliver to the Escrow Agent via wire transfer for immediately available funds equal to their Subscription Amount and the Company shall deliver to the Escrow Agent each Purchased Debenture as determined pursuant to Section 2.2(a) and the other items set forth in Section 2.2 issuable at the Closing.
Each Exchange Notes is being issued in substitution of and exchange for and not in satisfaction of the applicable Purchased Debenture.
Before any adjustment required by the Purchase Agreement, the Purchased Debenture Conversion Price is $0.50 per share, and the Exchange Debenture Conversion Price is $0.375 per share.
To the Company’s knowledge, no violation of securities and other applicable laws occurred in connection with the acquisition, issuance, or holding of the Original Debenture or any Purchased Debenture.
The Original Debenture and each Purchased Debenture was (or, upon issuance, will have been) authorized by all necessary company action and validly issued and executed, and the Company’s signatory had (or will have) full corporate or other requisite authority to execute such agreements and to bind the Company.