Equity Put Transaction Clause Samples

Equity Put Transaction. On the Equity Put Date, each Holder of Notes (a “Noteholder”) shall be obligated to sell certain equity securities to the Issuer, and the Issuer shall be required to repurchase such equity securities, as follows: (1) each Noteholder shall deliver to the Issuer all Qualifying Equity held by it, (2) the Issuer shall be obligated to repurchase from such Noteholder the Preferred Stock portion of such Qualifying Equity for a purchase price equal to the original purchase price for such Preferred Stock, plus any dividends declared and/or accrued but unpaid thereon to the date of repurchase, and (3) the Warrant portion of such Qualifying Equity shall be cancelled, and such Noteholder shall waive any right to exercise such Warrant(s) (collectively, the “Equity Put Transaction”). For the purposes of this Section 9.02, “Qualifying Equity” of a Noteholder shall consist of, for every $1000 principal amount of Notes held by such Noteholder, 3.569 shares (as adjusted for stock splits, combinations, reclassifications or similar transactions) of Preferred Stock and Warrants to purchase 4.286 Warrant Shares (as defined in the Warrants, and as adjusted for stock splits, combinations, reclassifications or similar transactions and pursuant to the anti-dilution provisions thereof).