Common use of Conversion Securities Clause in Contracts

Conversion Securities. Upon issuance of the Securities in accordance with this Agreement and the Certificate of Designation, the Securities will be convertible into the Conversion Securities in accordance with the terms of the Mandatory Convertible Preferred Stock set forth in the Certificate of Designation; a number of Conversion Securities (the “Initial Reserved Securities”) equal to the product of (A) the initial maximum conversion rate for the Mandatory Convertible Preferred Stock set forth the Certificate of Designation and (B) the aggregate number of Securities has been and will be duly authorized and reserved for issuance by all necessary corporate action of the Company; all Conversion Securities, when issued upon such conversion or delivery (as the case may be) in accordance with the terms of the Mandatory Convertible Preferred Stock set forth in the Certificate of Designation, will be duly authorized, validly issued, fully paid and nonassessable, will conform in all material respects to the descriptions thereof in the Registration Statement, the Pricing Disclosure Package and the Prospectus and will not be subject to any preemptive or similar rights.