Maturity Date Conversion Clause Samples
The Maturity Date Conversion clause defines the process by which the maturity date of a financial instrument, such as a loan or bond, can be changed to a new date under specified conditions. Typically, this clause outlines the circumstances that allow for the extension or adjustment of the original maturity date, such as upon mutual agreement of the parties or the occurrence of certain events. By providing a clear mechanism for altering the maturity date, this clause offers flexibility to both parties and helps address unforeseen changes in circumstances that may affect repayment or settlement timelines.
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Maturity Date Conversion. If the Next Equity Financing or a Corporate Transaction has not occurred on or before the Maturity Date, the Outstanding Amounts Due may be converted, at the option of the Foundation, in whole or in part, into Conversion Shares, with the number of Conversion Shares to be issued upon such conversion equal to the quotient obtained by dividing the amount of the Outstanding Amounts Due elected to be converted by the Foundation on the date of conversion, by the Conversion Price. In the interest of avoidance of doubt, if Foundation does not so elect to convert, or elects to only convert a portion of the Outstanding Amounts Due, then all or the remainder of the Outstanding Amounts Due, respectively, shall become immediately due and payable on the Maturity Date without any further action required on the part of any Party.
Maturity Date Conversion. In the event that aPledge Digital Security Tokens remain outstanding on the Maturity Date, then the Outstanding Token Balance of aPledge Digital Security Tokens shall automatically without any further action by the Holder convert as of the Maturity Date into Class B class of shares of the Company’s Common Stock at a conversion price equal to the quotient resulting from dividing $20,000,000 by the number of outstanding shares of Common Stock of the Company as of the Maturity Date (assuming conversion of all securities convertible into Common Stock and exercise of all outstanding options and warrants, including all shares of Common Stock reserved and available for future grant under any equity incentive or similar plan of the Company, but excluding the shares of equity securities of the Company issuable upon the conversion under this Agreement or other convertible securities issued for capital raising purposes (e.g., Simple Agreements for Future Equity)).
Maturity Date Conversion. Subject to Section 2.7, if no offering and sale of equity securities of the Company approved by the Company’s Board of Directors occurs on or prior to the Maturity Date, then each Purchaser shall have the right to convert, on the Maturity Date, the outstanding principal amount of, and all accrued and unpaid interest on, the Bridge Notes, in whole but not in part, into shares of the Common Stock, at a price per share equal to the lower of (i) the Exercise Price (as defined in the Warrants) or (ii) the Current Weighted Market Price (as defined in the Warrants) on the Maturity Date. If the Purchasers exercise such right, the Bridge Notes will be deemed to be paid in full on the Maturity Date.
Maturity Date Conversion. If this Note has not been converted pursuant to Section 3(a) or Section 3(c) or there has not been a Liquidation Event prior to the 18-Month Maturity Date, then (i) on or prior to the 18-Month Maturity Date, the Company shall effectuate the C-Corp Restructuring, including the filing of the Amended and Restated Certificate with the Secretary of State of the State of Delaware; and (ii) on the 18-Month Maturity Date, the Company shall automatically convert the Notes into Preferred Stock, subject to the terms contained in the Series Preferred Documents, which shall be entered into by and among the Company and each of the Holders within three (3) business days following the 18-Month Maturity Date; provided, however, that in the event that the Majority Holders deliver to the Company a Maturity Date Extension Letter, then (i) the 18-Month Maturity Date shall be extended to the 36-Month Maturity Date for all Holders of outstanding Notes (and such Holders shall have no right to object to the extension of the Maturity Date), (ii) the Notes shall not automatically convert into shares of Preferred Stock until the 36-Month Maturity Date and (iii) the Company shall not be required to effect the C-Corp Restructuring until the 36-Month Maturity Date. On the applicable Maturity Date, this Note will automatically convert into a number of shares of Preferred Stock equal to the principal amount plus Deemed Interest accrued from the date of issuance of the Note through such conversion date divided by the Mandatory Conversion Price, rounded down to the nearest whole share. Upon the conversion of this Note into shares of Preferred Stock pursuant to this Section 3(b), each of the Company and the Holder shall release and deliver its signature pages to the Series Preferred Agreements to the other. The Company covenants that, unless the Majority Holders have delivered to the Company a Maturity Date Extension Letter in accordance with this Section 3(b), the Company shall deliver drafts of the Series Preferred Agreements to each Major Holder at least forty-five (45) days prior to the applicable Maturity Date in an effort to finalize the Series Preferred Agreements prior to the applicable Maturity Date. Upon conversion of this Note pursuant to this Section 3(b), the Series Preferred Agreements shall be in full force and effect.
Maturity Date Conversion. In the event that neither a Qualified Financing nor a Change in Control shall have occurred on or before the Maturity Date then, notwithstanding anything herein contained to the contrary, the outstanding Principal Amount and all accrued but unpaid interest thereon as of the Maturity Date shall be automatically converted into shares of Preferred Conversion Stock as of the Maturity Date (the “Mandatory Conversion”). The number of shares (which will be rounded down to the closest whole number) of Preferred Conversion Stock to be issued upon such conversion shall be equal to the quotient obtained by dividing (x) the outstanding Principal Amount and all accrued but unpaid interest thereon immediately prior to the Maturity Date, by (y) the Preferred Conversion Price.
Maturity Date Conversion. In the event the Notes remain outstanding on or following the Maturity Date, the Requisite Holders shall have the option, but not the obligation, to elect, by written notice to the Company, to have the outstanding principal balance of each Note and any unpaid accrued interest thereon convert into shares of the Company’s Series B Preferred Stock at a conversion price per share equal to $3.8095 (subject to adjustments for stock splits, stock dividends, combinations, and similar transactions, and rounding down to the nearest whole share).
Maturity Date Conversion. In the event that this Note remains outstanding on the Maturity Date, then the outstanding principal balance of this Note and any unpaid accrued interest shall upon the election of the Holder given prior to the Maturity Date, convert as of the Maturity Date into shares of a newly created series of the Company’s preferred stock (the “Series C-1 Preferred”) at a conversion price equal to the price paid per share for the Company’s Series C Preferred Stock and which will have identical rights, privileges, preferences and restrictions as the Company’s Series C Preferred Stock, other than the Series C-1 Preferred shall be entitled to no vote on any matters submitted to the Company’s stockholders (the “Maturity Date Conversion”). The Series C-1 Preferred will be subject to the Amended and Restated Investor Rights Agreement, by and among the Company and the Investors party thereto, dated as of December 16, 2014 (the “IRA”) and the Amended and Restated Voting Agreement, by and among the Company and the Investors party thereto, dated as of December 16, 2014 (the “Voting Agreement”), provided, however, that the Series C-1 Preferred will not be included in the voting or amendment thresholds under such agreements. In the event of a Maturity Date Conversion by any of the Holders of the Notes, the Company and the Holder, and each of the Holder’s affiliates that holds any shares of capital stock of the Company as of the date of such Maturity Date Conversion, shall amend the IRA, the Voting Agreement and the Company’s certificate of incorporation to include the Series C-1 Preferred.
Maturity Date Conversion. If there was no Liquidity Event or Dissolution Event by the Maturity Date, then on the Maturity Date this Safe will automatically convert into the number of shares of Safe Shares equal to the Purchase Amount divided by the Default Conversion Price, and the Safe will be terminated.
Maturity Date Conversion. Notwithstanding anything to the contrary contained herein, if the Holder does not convert this Note prior to the Maturity Date, then so long as no Event of Default specified in clause (e) or (f) of Section 4.1 or Repurchase Event has occurred and is continuing, on the Maturity Date the principal of and accrued interest on this Note that is outstanding on the Maturity Date shall automatically convert, without further action by the Holder, into shares of Common Stock. The number of shares of Common Stock issued by the Company to the Holder upon such conversion shall be the quotient obtained by dividing (x) the outstanding principal of and accrued interest on this Note on the Maturity Date by (y) the Conversion Price then in effect. No fractional share of Common Stock shall be issuable to the Holder upon such conversion and in lieu thereof the Company shall pay cash to the Holder in the amount of any principal of or interest on this Note that would otherwise convert into shares of Common Stock.
Maturity Date Conversion. On the Maturity Date, the Issuer shall have the option of paying to the Holder the principal amount then outstanding under the Debenture plus accrued and unpaid interest in cash or to convert such outstanding principal and accrued and unpaid interest into freely tradeable shares of Common Stock of the Issuer at the Conversion Amount.