Common use of Conversion Date Procedures Clause in Contracts

Conversion Date Procedures. Upon conversion of this Debenture pursuant to Section 3(a) above, the outstanding Principal Amount hereunder shall be converted into such number of fully paid, validly issued and non-assessable shares of Common Stock, free of any liens, claims and encumbrances, as is determined by dividing the outstanding Principal Amount being converted by the then applicable Conversion Price, PROVIDED, HOWEVER, that for any such conversions with a Conversion Date (as defined below) after delivery of a Repayment Election Notice electing repayment in Common Stock but before the applicable Repayment Date, a portion of such outstanding Principal Amount being converted, up to an amount equal to the Monthly Amount, shall be divided by the then applicable Market Price instead of the Conversion Price to determine the number of Underlying Shares issuable. The date of any Conversion Notice hereunder and any Repayment Date shall be referred to herein as the "CONVERSION DATE". If a conversion under this Debenture cannot be effected in full for any reason, or if the Holder is converting less than all of the outstanding Principal Amount hereunder pursuant to a Conversion Notice, the Company shall promptly deliver to the Holder (but no later than five Trading Days after the Conversion Date) a Debenture for such outstanding Principal Amount as has not been converted if this Debenture has been surrendered to the Company for partial conversion. The Holder shall not be required to physically surrender this Debenture to the Company upon any conversion or payment for the Monthly Amount hereunder unless the full outstanding Principal Amount represented by this Debenture is being converted or repaid. Thx Xxxxer and the Company shall maintain records showing the outstanding Principal Amount so converted and repaid and the dates of such conversions or repayments or shall use such other method, reasonably satisfactory to the Holder and the Company, so as not to require physical surrender of this Debenture upon each such conversion or repayment.

Appears in 2 contracts

Samples: Viragen Inc, Viragen Inc

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Conversion Date Procedures. Upon conversion of this Debenture pursuant to Section 3(a) above, the outstanding Principal Amount hereunder shall be converted into such number of fully paid, validly issued and non-assessable shares of Common StockShares, free of any liens, claims and encumbrances, as is determined by dividing the outstanding Principal Amount being converted by the then applicable Conversion Price, PROVIDED, HOWEVER, that for any such conversions with a Conversion Date (as defined below) after delivery of a Repayment Election Notice electing repayment in Common Stock but before the applicable Repayment Date, a portion of such outstanding Principal Amount being converted, up to an amount equal to the Monthly Amount, shall be divided by the then applicable Market Price instead of the Conversion Price to determine the number of Underlying Shares issuable. The date of any Conversion Notice hereunder and any Repayment Date shall be referred to herein as the "CONVERSION DATE"“Conversion Date”. No payment or adjustment shall be made at the time of conversion on account of interest accrued on the Debenture surrendered for conversion from the Interest Payment Date preceding conversion. Rather, such interest shall be paid in full to the holder at the time of the delivery of Common Shares. The Debenture shall be deemed to have been converted immediately prior to the close of business on the Conversion Date, and at such time the rights of the Holder of the Debenture or portion thereof converted shall cease, and the Holder shall be treated as a Holder of Common Shares at such time. If a conversion under this Debenture cannot be effected in full for any reason, or if the Holder is converting less than all of the outstanding Principal Amount hereunder pursuant to a Conversion Notice, if the Holder so elects, the Company shall promptly deliver to the Holder (but no later than five Trading Days after the Conversion Date) a Debenture for such outstanding Principal Amount as has not been converted if this Debenture has been surrendered to the Company for partial conversion. The Holder shall not be required to physically surrender this Debenture to the Company upon any conversion or payment for the Monthly Amount hereunder unless the full outstanding Principal Amount Xxxxxx represented by this Debenture is being converted or repaid. Thx Xxxxer The Holder and the Company shall maintain records showing the outstanding Principal Amount so converted and repaid and the dates of such conversions or repayments or shall use such other method, reasonably satisfactory to the Holder and the Company, so as not to require physical surrender of this Debenture upon each such conversion or repayment.

Appears in 1 contract

Samples: Interoil Corp

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Conversion Date Procedures. Upon conversion of this Debenture pursuant to Section 3(a) above, the outstanding Principal Amount hereunder shall be converted into such number of fully paid, validly issued and non-assessable shares of Common Stock, free of any liens, claims and encumbrances, as is determined by dividing the outstanding Principal Amount being converted by the then applicable Conversion Price, PROVIDEDprovided, HOWEVERhowever, that for any such conversions with a Conversion Date (as defined below) after delivery of a Repayment Election Notice electing repayment in Common Stock but before the applicable Repayment Date, a portion of such outstanding Principal Amount being converted, up to an amount equal to the Monthly Amount, shall be divided by the then applicable Market Price instead of the Conversion Price to determine the number of Underlying Shares issuable. The date of any Conversion Notice hereunder and any Repayment Date shall be referred to herein as the "CONVERSION DATEConversion Date". If a conversion under this Debenture cannot be effected in full for any reason, or if the Holder is converting less than all of the outstanding Principal Amount hereunder pursuant to a Conversion Notice, the Company shall promptly deliver to the Holder (but no later than five Trading Days after the Conversion Date) a Debenture for such outstanding Principal Amount as has not been converted if this Debenture has been surrendered to the Company for partial conversion. The Holder shall not be required to physically surrender this Debenture to the Company upon any conversion or payment for the Monthly Amount hereunder unless the full outstanding Principal Amount represented by this Debenture is being converted or repaid. Thx Xxxxer The Holder and the Company shall maintain records showing the outstanding Principal Amount so converted and repaid and the dates of such conversions or repayments or shall use such other method, reasonably satisfactory to the Holder and the Company, so as not to require physical surrender of this Debenture upon each such conversion or repayment.

Appears in 1 contract

Samples: Securities Purchase Agreement (Genesisintermedia Com Inc)

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