Common use of Conversion Priority Clause in Contracts

Conversion Priority. In the event that the Company receives a Conversion Notice from the Holder and similar notices from any holders of Options or other Convertible Securities for the same Conversion Date and the Company can effect the conversion and exercise of some, but not all, of such portions of the Note, Options or other Convertible Securities submitted for conversion and exercise, the Company, subject to this Section 3.2(d), shall (i) first effect the conversion of the entire Conversion Amount submitted for conversion on such date by the Holder, and (ii) shall thereafter effect the exercise and conversion from each holder of Options or other Convertible Securities electing to have Options or other Convertible Securities exercised or converted on such date (other than the Note). Notwithstanding the foregoing, in the event that the Company receives a Conversion Notice from the Holder and one or more other Holders of Notes for the same Conversion Date and the Company can effect the conversion of some, but not all, of such portions of the Notes, the Company, subject to this Section 3.2(d), shall process such conversions on a pro rata basis upon each converting Holder’s Subscription Amount.