Conversion Purchase definition

Conversion Purchase means the assignment to SFI of that portion of the 2016 Notes held by the Conversion Purchasers for New Common Stock equal to the Conversion Amount pursuant to Section 5.2(a) of the Plan at the same price per share as the Offering pursuant to the Conversion Agreement.
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Examples of Conversion Purchase in a sentence

  • The Optional SoftBank Conversion Purchase shall be memorialized in a written agreement containing representations and warranties as to due organization and good standing, power and authority, due approval, no conflicts and ownership and title of Shares (including the absence of liens with respect to such Shares), no brokers and no litigation pending or threatened against or affecting SoftBank relating to its ownership of Shares.

  • Each of the Company and SoftBank or its Permitted Transferee shall bear its own costs and expense incurred in connection with the Optional SoftBank Conversion Purchase.

  • Subject to the terms and conditions of this Agreement, the closing of the Conversion, Purchase and Issuance provided for in this Agreement (the “Closing”) will take place simultaneously with the execution of this Agreement unless otherwise mutually agreed in writing between the Company, Seller and Purchaser (such date on which the Closing actually occurs, the “Closing Date”).

  • In addition, the following definitions shall apply: Event of Default means any failure to timely pay the Expenses or Conversion Purchase Price as defined in the Loan Repayment & Asset Transfer Agreement.

  • The Conversion Purchase Price shall be secured as described in Section 7 below.

  • Once the Expenses and Conversion Purchase Price has been paid in full and Seller has fully released all liens and claims against the Buyer Assets, Seller shall have no further duties or obligations to the Buyer or the Company.

  • Furthermore, Company shall enter into a new pledge with Seller to secure outstanding Expenses and Conversion Purchase Price for any assets transferred from Buyer to the Company until such time as those amounts have been fully paid.

  • The Exchange Shares and the Z-Axis Conversion Purchase Rights shall be equitably adjusted to reflect fully the effect of any stock split, reverse split, stock combination, stock dividend (including any dividend or distribution of securities convertible into Z-Axis Common Stock or SMM Common Stock), reorganization, reclassification, recapitalization or other like change with respect to Z-Axis Common Stock or SMM Common Stock occurring after the date hereof and prior to Closing.

  • Each Major Seed Investor may effect its participation in the sale by delivering to the selling Common Holder for transfer to the prospective purchaser one or more certificates, properly endorsed for transfer, which represent the number of Conversion Purchase Shares which such Major Seed Investor elects to sell.

  • Each Purchase (including the initial New Purchase, but excluding any Conversion Purchase) is subject to the prior or concurrent satisfaction of the conditions precedent set forth in this Section 4.2.

Related to Conversion Purchase

  • New Conversion Price means the amount determined by the Conversion Calculation Agent in accordance with the following formula:

  • Conversion and “Converted” each refers to a conversion of Advances of one Type into Advances of the other Type pursuant to Section 2.08 or 2.09.

  • Series A Conversion Price shall initially be equal to $0.71. Such initial Series A Conversion Price, and the rate at which shares of Series A Preferred Stock may be converted into shares of Common Stock, shall be subject to adjustment as provided below.

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.