Conversion Restrictions definition

Conversion Restrictions shall have the meaning set forth in Section 6(c).
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Conversion Restrictions has the meaning set forth in the Certificate of Designation.
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Conversion Restrictions. Notwithstanding anything to the contrary contained herein, prior to any Transfer permitted hereunder, other than Transfers pursuant to clauses (ii) or (iii) set forth opposite the caption "Transfer Restrictions" above, the Stockholder transferring such securities shall be required to convert any shares of Convertible Preferred Stock or Series B Common Stock to be transferred into shares of Series A Common Stock prior to such Transfer. In addition, TCI Sub or its permitted transferee may convert shares of Series T Preferred Stock into Series B Common Stock at its option and without the consent of the other Stockholders, but neither TCI Sub nor any permitted transferee thereof shall convert shares of Series B Common Stock to Series A Common Stock without first offering to exchange (the "Series B Exchange") with the remaining Cable Partners (on a pro rata basis) such shares of Series B Common Stock proposed to be converted for an equal number of shares of Series A Common Stock.
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Examples of Conversion Restrictions in a sentence

  • Adjustment of Conversion Restrictions upon Issuance of Convertible Securities.

  • In the event of any dispute or discrepancy, the records of the Holder shall be controlling and determinative in the absence of error.(b) Certain Conversion Restrictions.

  • The Company covenants and agrees that it will honor all Conversion Notices tendered through 6:30 p.m. (New York City time) on the Company Conversion Date (iii) Certain Conversion Restrictions.

  • If and to the extent the entire principal balance of this Note cannot be converted under this provision at the Maturity Date due to the Conversion Restrictions, then the greatest portion of the principal balance that may be converted without violating the Conversion Restrictions automatically will convert, and the Maturity Date of this Note shall then be extended for an additional five years.

  • Notwithstanding the provisions of Articles 27.8(d) and (e), the directors may by resolution waive the application of the Conversion Restriction to any exercise or exercises of the Share Conversion Right to which the Conversion Restriction would otherwise apply, or to future Conversion Restrictions generally, including with respect to a period of time.

  • The Company covenants and agrees that it will honor all Conversion Notices tendered through 5:30 p.m. (New York City time) on the Company Conversion Date.(iii) Certain Conversion Restrictions.

  • Subject to the Conversion Restrictions, the holder of this Note and the Company each shall have the right, at any time or from time to time, to convert this Note, in whole or in part, into such number of shares of Common Stock as is equal to the number determined by dividing the principal amount of this Note to be converted by the Conversion Rate in effect on the date of conversion and then adjusting such quotient, if necessary, pursuant to Section 8.6 below.

  • Adjustment of Conversion Restrictions upon ------------------------------------------ Issuance of Convertible Securities.

  • Subject to the Conversion Restrictions (described in Section 5(m) below), each share of Series C Preferred Stock shall be convertible, at the option of the Holder thereof, subject to Sections 5(n) and 5(o) below, with five (5) Business Days written notice to the Corporation (a “ Notice of Conversion“), at the office of the Corporation or any transfer agent for the Series C Preferred Stock, into three fully-paid, non-assessable shares of Class A Common Stock (the “Shares” and each a “Conversion”).

  • Subject to the Conversion Restrictions (described in Section 5(m) below), each share of Series D Preferred Stock shall be convertible, at the option of the Holder thereof, subject to Sections 5(n) and 5(o) below, with five (5) Business Days written notice to the Corporation (a “ Notice of Conversion“), at the office of the Corporation or any transfer agent for the Series D Preferred Stock, into three fully-paid, non-assessable shares of Class A Common Stock (the “Shares” and each a “Conversion”).

Related to Conversion Restrictions

  • Conversion Rights means exchange of, or the rights to exchange, the Principal Amount of the Loan, or any part thereof, for fully paid and nonassessable Common Stock on the terms and conditions provided in the Debentures.

  • Put Restriction means the days between the beginning of the Pricing Period and Closing Date. During this time, the Company shall not be entitled to deliver another Put Notice.

  • SEC Restrictions has the meaning set forth in Section 2(b).

  • Transfer Restrictions means restrictions that prohibit the sale, exchange, transfer, assignment, pledge, hypothecation, fractionalization, hedge or other disposal (including through the use of any cash-settled instrument), whether voluntarily or involuntarily by the Grantee, of an Award or any shares of Common Stock, cash or other property delivered in respect of an Award.

  • Ownership Restrictions means collectively the Ownership Limit as applied to Persons other than the Initial Holder or Look-Through Entities, the Initial Holder Limit as applied to the Initial Holder and the Look-Through Ownership Limit as applied to Look-Through Entities.

  • Transfer Restriction means, with respect to any security or other property, any condition to or restriction on the ability of the holder thereof to sell, assign or otherwise transfer such security or other property or to enforce the provisions thereof or of any document related thereto, whether set forth in such security or other property itself or in any document related thereto or arising by operation of law, including, without limitation, such conditions or restrictions arising under federal, state or foreign laws or under any contracts, arrangements or agreements.

  • Existing Transfer Restrictions means Transfer Restrictions existing with respect to any securities by virtue of the fact that Counterparty may be an “affiliate” of the Issuer (as such term is defined in Rule 144 under the Securities Act).

  • Company Restricted Shares means all shares of Company Common Stock subject to vesting restrictions and/or forfeiture back to the Company, whether granted under a Company Stock Plan or otherwise.

  • Conversion Right has the meaning set forth in Section 4.05(a) hereof.

  • 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.

  • Transfer Restriction Event shall have the meaning specified in Section 2.11.

  • Mandatory Conversion Date has the meaning set forth in Section 7(a).

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

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

  • Dealing Restrictions means restrictions imposed by statute, order, regulation or Government directive, or by the Model Code or any code adopted by the Company based on the Model Code and for this purpose the Model Code means the Model Code on dealings in securities set out in Listing Rule 9, annex 1 (of the London Stock Exchange), as varied from time to time;

  • Investment Restrictions means the investment restrictions of the Fund as set forth in the Declaration of Trust including, without limitation, those described in section 2.0 of this Annual Information Form.

  • Mandatory Conversion shall have the meaning set forth in Section 6.

  • New Conversion Price means the amount determined in accordance with the following formula, which shall apply from the QTE Effective Date: NCP = ECP * (VWAPAES / VWAPOS) where:

  • Forced Conversion Date shall have the meaning set forth in Section 6(d).

  • Initial Conversion Price has the meaning specified in Section 13.01.

  • Forced Conversion has the meaning set forth in Section 4.05(c) hereof.

  • Fixed Conversion Rates means the Maximum Conversion Rate and the Minimum Conversion Rate.

  • Company Restricted Share means each restricted share of Company Common Stock outstanding as of the Effective Time granted pursuant to any equity or compensation plan or arrangement of the Company.

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

  • Company Conversion Price means, as of any date of determination, the price which shall be the lower of (i) the applicable Conversion Price and (ii) that price computed as 90% of the arithmetic average of the Weighted Average Price of the Common Stock on each of the ten (10) consecutive Trading Days ending on the Trading Day immediately preceding the applicable Company Redemption Date (each a “Company Conversion Measuring Period”). All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction that proportionately decreases or increases the Common Stock during such Company Conversion Measuring Period.