Conversion Price Reduction Clause Samples

Conversion Price Reduction. As of the date hereof, the Conversion Price Reduction shall occur.

Conversion Price Reduction. (a) The Conversion Price of the Notes is hereby reduced to $0.80. The first sentence of Section 2.1(b) of the Notes is hereby amended and restated in its entirety as follows: “Subject to adjustments as provided in this Section 2.1(b) and Section 2.1(c) hereof, the Conversion Price per share shall be $0.80.” (b) The acceptance by a Holder of shares of common stock of Borrower as payment for interest under Section 1.1 of the Notes, as amended by this Amendment, shall be included in the definition of “Excepted Issuances” under Section 12(a) of the Subscription Agreement. The first sentence of Section 12(a) of the Subscription Agreement is hereby amended by the addition of the words “, and (vii) the acceptance by a Subscriber of shares of Common Stock of the Company as payment for interest under Section 1.1 of the Notes” immediately before the words “(collectively the foregoing are “Excepted Issuances”).”

Conversion Price Reduction. Notwithstanding anything contained in the Debenture, the Debenture is hereby amended such that the “Fixed Conversion Price” as set forth therein shall be reduced from $0.59 to $0.50 (which new Fixed Conversion Price shall remain subject to adjustment as provided in the Debenture).

Conversion Price Reduction. Notwithstanding anything contained in the Designation, pursuant to Section 5(c)(vii) of the Designation, the Company hereby irrevocably reduces the Conversion Price as defined in the Designation for the period commencing on the day following the date hereof and ending on April 30, 2005 to a price equal to $0.52 for the first Installment Date and thereafter the average of the VWAPs for the twenty (20) consecutive Trading Days immediately preceding the applicable Conversion Date (“Pricing Period”). Each VWAP during the Pricing Period shall be appropriately and equitably adjusted in the event of any stock split, stock dividend, distribution or similar event consistent with Section 5(c) of the Designation. Contemporaneously with the execution of this Agreement the Company shall execute and deliver to the Holders by facsimile and mail, first class, postage prepaid a notice of such reduction in the form of notice attached hereto as Exhibit A.