Prepayment Option Upon Major Transaction. In addition to all other rights of the Holder contained herein, simultaneous with the occurrence of a Major Transaction (as defined below), the Holder shall have the right, at the Holder’s option, to require the Makers to prepay in cash all or a portion of this Note at a price equal to one hundred twenty percent (120%) of the aggregate principal amount of this Note plus all accrued and unpaid Interest (the “Major Transaction Prepayment Price”).
Prepayment Option Upon Major Transaction. In addition to all other rights of the Holder contained herein, simultaneous with the occurrence of a Major Transaction (as defined below), the Holder shall have the right, at the Holder’s option, to require the Maker to prepay all or a portion of the Holder’s Notes in cash at a price equal to the sum of (i) the greater of (A) one hundred and ten percent (110%) of the aggregate principal amount of this Note plus all accrued and unpaid interest and (B) in the event at such time the Holder is unable to obtain the benefit of its conversion rights through the conversion of this Note and resale of the shares of Common Stock issuable upon conversion hereof in accordance with the terms of this Note and the other Transaction Documents or the Equity Conditions are not satisfied with respect to all such shares of Common Stock, the aggregate principal amount of this Note plus all accrued but unpaid interest hereon, divided by the Conversion Price on (x) the date the Prepayment Price (as defined below) is demanded or otherwise due or (y) the date the Major Transaction Prepayment Price is paid in full, whichever is less, multiplied by the VWAP on (x) the date the Major Transaction Prepayment Price is demanded or otherwise due, and (y) the date the Major Transaction Prepayment Price is paid in full, whichever is greater, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of this Note and the other Transaction Documents (the “Major Transaction Prepayment Price”).
Prepayment Option Upon Major Transaction. In addition to all other rights of the holders of the Notes contained herein, simultaneous with the occurrence of a Major Transaction (as defined below), each holder of the Notes shall have the right, at such holder's option, to require the Maker to prepay all or a portion of such holder's Notes at a price equal to the greater of (i) 115% of the aggregate principal amount of the Notes and (ii) the product of (A) the Conversion Rate and (B) the Per Share Market Value of the Common Stock on the Trading Day immediately preceding such Major Transaction ("Major Transaction Prepayment Price"). (c)
Prepayment Option Upon Major Transaction. In addition to all other rights of the Holder contained herein, simultaneous with the occurrence of a Major Transaction (as defined below), the Holder shall have the right, at the Holder's option, to require the Maker to prepay all or a portion of the Holder's Notes at a price equal to one hundred percent (100%) of the aggregate principal amount of this Note (the "Major Transaction Prepayment Price"); provided that the Maker shall have the sole option to make payment of the Major Transaction Prepayment Price in cash or shares of Common Stock. If the Maker elects to make payment of the Major Transaction Prepayment Price in shares of Common Stock, the price per share shall be based upon the Conversion Price then in effect on the day preceding the date of delivery of the Notice of Prepayment at Option of Holder Upon Major Transaction (as hereafter defined) and the Holder shall have demand registration rights with respect to such shares.
Prepayment Option Upon Major Transaction. In lieu of any other rights of the Holder contained herein arising in connection with the occurrence of a Major Transaction, simultaneous with the occurrence of a Major Transaction (as defined below), the Holder shall have the right, at the Holder’s option, to require the Maker to prepay in cash all or a portion of the Holder’s Notes at a price equal to one hundred ten percent (110%) of the aggregate principal amount of this Note plus all accrued and unpaid interest (the “Major Transaction Prepayment Price”); provided that the Holder shall have the sole option to request payment of the Major Transaction Prepayment Price in cash or registered shares of common stock of the acquiror in a Major Transaction so long as such shares are being registered under the Securities Act in connection with the Major Transaction and the acquiror is a public company whose common stock is registered pursuant to the Exchange Act and whose common stock is listed or quoted on a national securities exchange, national automated quotation system or the OTC Bulletin Board. In the event the Holder is an Insider Purchaser, then the Holder agrees that prepayment of this Note plus all accrued interest pursuant to this Section 3.7(b) shall be expressly subordinate to the payment in full of any Additional Notes then being prepaid pursuant to Section 3.7(b) of such Additional Notes which are held by Other Holders which are not Insider Purchasers.
Prepayment Option Upon Major Transaction. In addition to all other rights of the Holder contained herein, simultaneous with the occurrence of a Major Transaction (as defined below), the Holder shall have the right, at the Holder's option, to require the Maker to prepay all or a portion of the Holder's Notes at a price equal to one hundred percent (100%) of the aggregate principal amount of this Note (the "Major Transaction Prepayment Price"); provided that the Maker shall have the sole option to make payment of the Major Transaction Prepayment Price in cash or shares of Common Stock.
Prepayment Option Upon Major Transaction. In addition to all other rights of the Holder contained herein, simultaneous with the occurrence of a Major Transaction (as defined below), the Holder shall have the right, at the Holder's option, to require the Maker to prepay in cash all or a portion of the Holder's Notes at a price equal to one hundred ten percent (110%) of the aggregate principal amount of this Note plus all accrued and unpaid interest (the "Major Transaction Prepayment Price"); provided that the Holder shall have the sole option to request payment of the Major Transaction Prepayment Price in cash or registered shares of common stock of the acquiror in a Major Transaction so long as the acquiror is a public company that is registered pursuant to the Exchange Act and its common stock is listed or quoted on a national securities exchange, national automated quotation system or the OTC Bulletin Board.
Prepayment Option Upon Major Transaction. In addition to all other rights of the Holder contained herein, simultaneous with the occurrence of a Major Transaction (as defined below), the Holder shall have the right, at the Holder's option, to require the Maker to prepay all or a portion of the Holder's Notes at a price equal to 100% of the aggregate principal amount of this Note plus all accrued and unpaid interest (the "MAJOR TRANSACTION PREPAYMENT PRICE"); PROVIDED that the Maker shall have the sole option to pay the Major Transaction Prepayment Price in cash or shares of Common Stock. If the Maker elects to pay the Major Transaction Prepayment Price in shares of Common Stock, the price per share shall be based upon the quotient of (i) the Major Transaction Prepayment Price divided by (ii) the greater of (x) 80% of the average of the Closing Bid and Ask Price of the Common Stock on the Nasdaq National Market for the fifteen (15) Trading Days ending on the eleventh (11th) Trading Day prior to the date of delivery of the Notice of Prepayment at Option of Buyer Upon Major Transaction (as hereafter defined) and (y) the Conversion Price then in effect on the day preceding the date of delivery of the Notice of Prepayment at Option of Buyer Upon Major Transaction.
Prepayment Option Upon Major Transaction. In addition to all other rights of the Holder contained herein, simultaneous with the occurrence of any Major Transaction (as defined below), the Holder shall have the right, at the Holder’s option, to require the Maker to prepay the Note in cash at a price equal to the sum of (i) one hundred percent (100%) of the aggregate principal amount of this Note plus all accrued and unpaid interest (if any), plus (ii) the Exit Fee plus (iii) all other fees, costs, expenses, liquidated damages or other amounts (if any) owing in respect of this Note and the other Transaction Documents (the “Major Transaction Prepayment Price”). “Major Transaction.” A “Major Transaction” shall be deemed to have occurred at such time as any of the following events: the consolidation, merger or other business combination of the Makers, or any of them, with or into another Person (other than (A) pursuant to any migratory merger effected solely for the purpose of changing the jurisdiction of incorporation of the Makers, or any of them, or (B) a consolidation, merger or other business combination in which holders of the Makers’, or any Maker’s, voting power immediately prior to the transaction continue after the transaction to hold, directly or indirectly, the voting power of the surviving entity or entities necessary to elect a majority of the members of the board of directors (or their equivalent if other than a corporation) of such entity or entities); the sale or transfer of more than fifty percent (50%) of the Makers’, or any Maker’s, assets (based on the fair market value as determined in good faith by each Maker’s Board of Directors) other than inventory in the ordinary course of business in one or a related series of transactions; or closing of a purchase, tender or exchange offer made to the holders of more than fifty percent (50%) of the outstanding shares of Common Stock in which more than fifty percent (50%) of the outstanding shares of Common Stock were tendered and accepted. Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but not prior to the public announcement of such Major Transaction, the Makers shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not deli...
Prepayment Option Upon Major Transaction. In addition to all other rights of the Holder contained herein, simultaneous with the occurrence of any Major Transaction (as defined below), the Holder shall have the right, at the Holder’s option, to require the Maker to prepay the Note in cash at a price equal to the sum of (i) one hundred percent (100%) of the aggregate principal amount of this Note plus all accrued and unpaid interest (if any), plus (ii) the Exit Fee plus (iii) all other fees, costs, expenses, liquidated damages or other amounts (if any) owing in respect of this Note and the other Transaction Documents (the “Major Transaction Prepayment Price”).
