Conversion of the Debenture Sample Clauses

Conversion of the Debenture. (a) At any time and from time to time during the period commencing on the date hereof and ending on the date that is five years after the date first written above (the "Maturity Date"), Agent may convert the entire outstanding principal amount of the Debenture, or any portion thereof, into fully paid and nonassessable shares of Corporation's $.10 par value per share common stock ("Common Stock"), at the conversion rate provided for in paragraph 3(b) below. If Agent has not converted the entire principal amount of the Debenture into Common Stock before the Maturity Date and, provided that no Event of Default has occurred and continues to exist, then the entire remaining principal balance then outstanding under the Debenture shall be converted into Common Stock as of the Maturity Date. If an Event of Default has occurred and continues to exist as of the Maturity Date, then the Maturity Date shall be extended for forty five (45) days to allow Corporation an opportunity to cure such Event of Default to the extent provided below.
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Conversion of the Debenture. Conversion of the Debenture to Common Stock may be made pursuant to the timetable set forth in Section 3.2. The Debenture may be held by Purchaser for up to two (2) years from the Closing Date. If any Debenture remain outstanding on the second anniversary of the Closing Date, subject to the provisions of Section 4.8 hereof, all remaining portions of the Debenture will be converted on that date at the conversion price as defined herein. This two year period shall be extended for each day after sixty (60) days from the date of exercise of the Demand Registration Right, that the Registration Statement is not effective.
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Conversion of the Debenture. 2.1 The Debentureholder may elect at any time or from time to time, at the Debentureholder's option, prior to the close of business on the Maturity Date, to convert all or any portion of the then outstanding Principal of a Debenture into fully paid and non-assessable Shares at the Conversion Price (the "Conversion Right").
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Conversion of the Debenture. During the Forbearance Period, during the time between the Buyer’s receipt of each Scheduled Payment Amount (each a “Conversion Period”) the Buyers shall convert the Convertible Debentures in accordance with the terms thereof in an amount equal to at least the amount of the prior Scheduled Payment Amount (the “Required Conversion Amount”) subject to the following: (a) for clarification, the Required Conversion Amount shall mean: (i) that the Buyers shall convert as much of the Convertible Debentures up to at least the Scheduled Payment Amount as is possible provided that such Conversion Shares may all be immediately resold by the Buyers under an exemption from registration; and (ii) any remaining portion of the Required Conversion Amount with respect to a particular Scheduled Payment Amount which was not converted due to the inability for resale by the Buyers under an exemption from registration, the Buyers shall convert such remaining portion of the Required Conversion Amount as soon as such Conversion Shares are able to be resold by the Buyers under an exemption from registration, and (b) in no event shall the Required Conversion Amount for any particular Conversion Period require the Buyers to convert into a number of shares which would exceed 30% of the total volume of the Common Stock according to Bloomberg LP during the thirty trading days immediately preceding the first day of such Conversion Period. Counsel to the Company shall provide a legal opinion for use by the Buyers when resale is available for such Conversion Shares under Rule 144, in a form reasonably satisfactory to the Buyers, opining that the allowable amount under Rule 144 of such Conversion Shares may in fact be sold by the Buyers absent registration. In the event that the Buyers convert more than the applicable Required Conversion Amount in any Conversion Period, the Buyer may allocate the amount converted above the Required Conversion Amount towards the Required Conversion Amount during subsequent Conversion Periods. 5.
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Conversion of the Debenture. 3.1. At any time during the period between the date of issuance hereof and the [NUMBER] anniversary of such date the debenture holder shall have the option to convert the Principal pursuant to the present Debenture or any part thereof (including all accrued interest and royalties due hereunder and any accrued and unpaid interest on the unpaid interest and/or royalties) into such number of [SPECIFY CLASS] common shares in the capital stock of the Corporation (or any class of shares issued as a result of the redesignation of reclassification of the [SPECIFY CLASS] common shares, hereinafter the “Shares”) calculated as follows, by tendering at any time during normal business hours the Debenture together with a duly completed conversion notice in the form annexed hereto.
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Conversion of the Debenture. During the Forbearance Period, Montgomery xxxxx xxx convert in excess of $60,000 in principal amount of the Debenture per calendar month. If Montgomery conxxxxx xxx Debenture in a particular calendar month in a principal amount equal to or greater than the Monthly Payment amount, the Company shall be relieved of its obligation to pay the Monthly Payment amount due in the subsequent calendar month, and, to the extent that the amount of the conversion in that month exceeds the Monthly Payment amount, the amount of such excess (the "Excess Amount") shall be deducted from the following months Monthly Payment amount; or, if a conversion occurs in the subsequent month which is equal to or greater than the Monthly Payment amount, the Excess Amount shall be carried forward and offset against future Monthly Payments amounts until such time as the Company has satisfied all accumulated Monthly Payments amounts due by cumulative payments made plus cumulative conversions. Similarly, if, in any month, a conversion occurs for an amount which is less that the Monthly Payment Amount the amount that the Company shall pay in that month shall be reduced by the amount of the conversion.
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Conversion of the Debenture 
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Related to Conversion of the Debenture

  • Conversion of Debentures Section 16.01.

  • Conversion of Notes (a) Upon the conversion of a Note or part thereof, the Company shall, at its own cost and expense, take all necessary action, including obtaining and delivering an opinion of counsel to assure that the Company’s transfer agent shall issue stock certificates in the name of a Subscriber (or its permitted nominee) or such other persons as designated by Subscriber and in such denominations to be specified at conversion representing the number of shares of Common Stock issuable upon such conversion. The Company warrants that no instructions other than these instructions have been or will be given to the transfer agent of the Company’s Common Stock and that the certificates representing such shares shall contain no legend other than the legend set forth in Section 4(h). If and when a Subscriber sells the Conversion Shares, assuming (i) a registration statement including such Conversion Shares for registration has been filed with the Commission, is effective and the prospectus, as supplemented or amended, contained therein is current and (ii) Subscriber or its agent confirms in writing to the transfer agent that Subscriber has complied with the prospectus delivery requirements, the Company will reissue the Conversion Shares without restrictive legend and the Conversion Shares will be free-trading, and freely transferable. In the event that the Conversion Shares are sold in a manner that complies with an exemption from registration, the Company will promptly instruct its counsel to issue to the transfer agent an opinion permitting removal of the legend indefinitely if such sale is intended to be made in conformity with Rule 144(b)(1)(i) of the 1933 Act, or for 90 days if pursuant to the other provisions of Rule 144 of the 1933 Act, provided that Subscriber delivers reasonably requested representations in support of such opinion.

  • Conversion of Note (a) Upon the conversion of this Note or part thereof, the Company shall, at its own cost and expense, take all necessary action, including obtaining and delivering, an opinion of counsel to assure that the Company's transfer agent shall issue stock certificates in the name of Holder (or its nominee) or such other persons as designated by Holder and in such denominations to be specified at conversion representing the number of Conversion Shares issuable upon such conversion. The Company warrants that no instructions other than these instructions have been or will be given to the transfer agent of the Company's Common Stock and that, unless waived by the Holder, the Conversion Shares will be free-trading, and freely transferable, and will not contain a legend restricting the resale or transferability of the Conversion Shares provided the Conversion Shares are being sold pursuant to an effective registration statement covering the Conversion Shares or are otherwise exempt from registration.

  • Conversion of Preferred Stock If the Class is a class and series of the Company’s convertible preferred stock, in the event that all outstanding shares of the Class are converted, automatically or by action of the holders thereof, into common stock pursuant to the provisions of the Company’s Certificate of Incorporation, including, without limitation, in connection with the Company’s initial, underwritten public offering and sale of its common stock pursuant to an effective registration statement under the Act (the “IPO”), then from and after the date on which all outstanding shares of the Class have been so converted, this Warrant shall be exercisable for such number of shares of common stock into which the Shares would have been converted had the Shares been outstanding on the date of such conversion, and the Warrant Price shall equal the Warrant Price in effect as of immediately prior to such conversion divided by the number of shares of common stock into which one Share would have been converted, all subject to further adjustment thereafter from time to time in accordance with the provisions of this Warrant.

  • Conversion of Preferred Shares If, at any time, any of the Preferred Shares are converted into REIT Shares, in whole or in part, then a number of Partnership Preferred Units equal to the number of Preferred Shares so converted shall automatically be converted into a number of Partnership Common Units equal to (i) the number of REIT Shares issued upon such conversion divided by (ii) the Adjustment Factor then in effect, and the Percentage Interests of the General Partner and the Limited Partners shall be adjusted to reflect such conversion.

  • Conversion Notwithstanding any other provisions of this Declaration or the By-Laws of the Trust, a favorable vote of a majority of the Trustees then in office followed by the favorable vote of the holders of not less than seventy-five percent (75%) of the Shares of each affected class or series outstanding, voting as separate classes or series, shall be required to approve, adopt or authorize an amendment to this Declaration that makes the Shares a "redeemable security" as that term is defined in the 1940 Act, unless such amendment has been approved by 80% of the Trustees, in which case approval by a Majority Shareholder Vote shall be required. Upon the adoption of a proposal to convert the Trust from a "closed-end company" to an "open-end company" as those terms are defined by the 1940 Act and the necessary amendments to this Declaration to permit such a conversion of the Trust's outstanding Shares entitled to vote, the Trust shall, upon complying with any requirements of the 1940 Act and state law, become an "open-end" investment company. Such affirmative vote or consent shall be in addition to the vote or consent of the holders of the Shares otherwise required by law, or any agreement between the Trust and any national securities exchange.

  • Conversion Shares Issuable Upon Conversion of Principal Amount The number of Conversion Shares issuable upon a conversion hereunder shall be determined by the quotient obtained by dividing (x) the outstanding principal amount of this Debenture to be converted by (y) the Conversion Price.

  • Purchase of Convertible Debentures Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, each Buyer agrees, severally and not jointly, to purchase at Closing (as defined herein below) and the Company agrees to sell and issue to each Buyer, severally and not jointly, at Closing, Convertible Debentures in amounts corresponding with the Subscription Amount set forth opposite each Buyer's name on Schedule I hereto. Upon execution hereof by a Buyer, the Buyer shall wire transfer the Subscription Amount set forth opposite his name on Schedule I in same-day funds or a check payable to "Wachovia, N.A., as Escrow Agent for MobilePro Corp.,/ Cornell Capital Partners, LP ", which Subscription Amount shall be held in escrow pursuant to the terms of the Escrow Agreement (as hereinafter defined) and disbursed in accordance therewith. Notwithstanding the foregoing, a Buyer may withdraw his Subscription Amount and terminate this Agreement as to such Buyer at any time after the execution hereof and prior to Closing (as hereinafter defined).

  • Conversion of Company Shares As of the Effective Time, by virtue of the Merger and without any action on the part of the holder of any Company Share or Acquiror Share, each Company Share issued and outstanding immediately prior to the Effective Time (other than (a) shares to be cancelled in accordance with Section 3.2 and (b) Dissenting Shares) shall be converted into the right to receive in cash from Acquiror, without interest, an amount equal to $16.00 (the "Merger Consideration").

  • Conversion of Company Stock At the Effective Time, by virtue of the Merger and without any action on the part of any holder thereof:

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