The Note Conversion Clause Samples
The Note Conversion. Upon the closing of this Exchange Agreement (the “Closing”), as defined in ARTICLE II below, the Holders listed on the Schedule attached as Exhibit A hereto shall deliver to the Company: (i) their Notes; and (ii) Notices of Conversion, in the form attached to their respective Notes; and (iii) within five (5) business days of receipt by the Company of each Note and Notice of Conversion, the Company shall cause its transfer agent, VStock Transfer (the “Transfer Agent”) to issue to each of the Holders who have delivered their Note and Notice of Conversion the number of shares of Common Stock set forth on Exhibit A hereto in book entry form.
The Note Conversion. Without regard to the provisions of each Note instrument that describe the conversion of the Note into securities of BHI, the parties agree that the Note will be converted instead into shares of common stock, par value $0.0001 of BHG (the “Shares”) against delivery by Holder of the original Note, which original Note will be attached hereto and made a part hereof. The total amount of principal and interest due and owing under the Note, as of the date hereof, is as stated on Exhibit A hereof (the “Conversion Amount”). The Conversion Amount will be converted at a rate of $3.50 per Share, rounded down to the nearest whole Share with no fractional Shares being issued hereunder. The number of Shares issued are set forth on Exhibit A.
The Note Conversion
