Conversion Right Holder definition

Conversion Right Holder means each person or entity entitled to exercise the Conversion Right with respect to a specified amount of outstanding principal hereunder and accrued interest thereon and to receive and/or designate the recipient(s) of the Conversion Shares issuable on such conversion. Each Lender party making a Credit Extension hereunder shall be the original Conversion Right Holder with respect to the outstanding principal of such Credit Extension and the accrued and unpaid interest thereon. The Conversion Right in respect of such Lender’s Credit Extension and the interest thereon may be assigned by such Lender, and by any assignee of such right, by execution and delivery to Borrower of an assignment in substantially the form of Exhibit D-2 hereto.
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Conversion Right Holder. [NAME] By: Name: Title: Holder of Associated Debt (if different from Conversion Right Holder) [NAME] By: Name: Title: Recipient(s) of Conversion Shares (if different from or in addition to Conversion Right Holder: EXHIBIT D-2 Form of Assignment of Conversion Right and Purchase Right Reference is made to that certain [Contingent Convertible Debt Agreement] dated among [Name(s) of Borrower(s)], Silicon Valley Bank and the other parties thereto, as amended (the “Loan Agreement”). Capitalized terms used herein and not otherwise defined shall have the respective meanings given in the Loan Agreement. For good and valuable consideration, the undersigned Assignor, being the present (i) Conversion Right Holder in respect of the Associated Debt held by , and (ii) holder of the Purchase Right in respect of the Associated Repaid Principal associated with such Associated Debt, hereby assigns and transfers unto (“Assignee”), all of Assignor’s right, title and interest in and to the right to convert such Associated Debt into Conversion Shares and to exercise such Purchase Right for Conversion Shares in accordance with the provisions of the Loan Agreement set forth in the Sections thereof captioned “Conversion Right” and “Purchase Right,” respectively, and Assignee hereby acknowledges and accepts such assignment and transfer of such rights from Assignor. Assignee acknowledges and agrees that, in the event that Bank elects (in its sole and absolute discretion) to waive the Conversion Rights of all Conversion Rights Holders pursuant to Section 2.5 of the Loan Agreement, then both (i) the Conversion Rights of Assignee with respect to the aforementioned Associated Debt, and (ii) the Purchase Right in respect of the Associated Repaid Principal associated with such Associated Debt, shall thereupon automatically, and without any requirement of notice from Bank to Assignee of such waiver, terminate and be of no further force or effect. Date: Assignor: By: Name: Title: Assignee: By: Name:
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Conversion Right Holder means each person or entity entitled to exercise the Conversion Right with respect to a specified amount of outstanding principal hereunder (including, but not limited to, the PIK Amount) and accrued interest thereon and to receive and/or designate the recipient(s) of the Conversion Shares issuable on any conversion. Each Lender party making a Credit Extension hereunder shall be the original Conversion Right Holder with respect to the outstanding principal of such Credit Extension (including, without limitation, the PIK Amount) and the accrued and unpaid interest thereon. The Conversion Right in respect of such Lxxxxx’s Credit Extension and the interest thereon may be assigned by such Lxxxxx, and by any assignee of such right, to any Person by execution and delivery to the Issuer of an assignment in substantially the form of Exhibit D-2 hereto.
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Examples of Conversion Right Holder in a sentence

  • In order to exercise the Conversion Right, Holder shall provide the Maker at least five (5) days prior to the Closing Date written notice that the Holder elects to convert the Note on the Closing Date.

  • Any such Conversion Notice shall be irrevocable by the Conversion Right Holder unless the Issuer breaches its obligation to issue the Conversion Shares as and when required hereunder.

  • In order to exercise the Conversion Right, Holder shall surrender this Note to Maker accompanied by Holder's written notice of its intention to exercise its Conversion Right, which notice shall set forth the amount of the unpaid principal to be converted (the "Conversion Notice").

  • Upon a Voluntary Conversion, the number of shares of Common Stock issued to each Conversion Right Holder who has delivered a Conversion Notice (as defined below) shall equal (A) the amount of Associated Debt such Conversion Right Holder elects to convert, divided by (B) the Conversion Price.

  • Any such Conversion Notice shall be irrevocable by the Conversion Right Holder unless the Issuer breaches its obligation to issue the Conversion Shares as and when required hereunder, but shall be contingent on the actual consummation of the applicable Conversion Event.

  • In order to effect a Voluntary Conversion of Associated Debt hereunder, a Conversion Right Holder shall deliver a conversion notice to the Issuer (and, if the Issuer is not Borrower, to Borrower) in substantially the form of Exhibit D-1 hereto (a “Conversion Notice”).

  • Upon a Mandatory Conversion, the number of shares of Common Stock issued to each Conversion Right Holder shall equal (A) the total amount of such Conversion Right Holder’s Associated Debt, divided by (B) the Conversion Price.

  • To exercise the Note Conversion Right, Holder shall deliver to the Company a notice (the “Conversion Notice”) stating that the Holder is exercising the Note Conversion Right.

  • In connection with a Conversion Event (as hereinafter defined), a Conversion Right Holder shall have the right, exercisable in its sole discretion and without obligation to do so, to convert all or any part of its Associated Debt into such number of shares (the “Conversion Shares”) of Common Stock as shall equal (i) the amount of such Associated Debt such Conversion Right Holder elects to convert, divided by (ii) the Conversion Price.

  • In connection with a Conversion Event and in addition to its Conversion Right, upon delivery of its Conversion Right Notice each Conversion Right Holder shall have the right (but not the obligation) to purchase from Borrower all or a portion of such number of shares of the Applicable Series determined by dividing (i) the Associated Repaid Principal, by (ii) the Conversion Price.


More Definitions of Conversion Right Holder

Conversion Right Holder means each person or entity entitled to exercise the Conversion Right with respect to a specified amount of outstanding principal hereunder (including, but not limited to, the PIK Amount) and accrued interest thereon and to receive
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Related to Conversion Right Holder

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

  • 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.

  • Conversion Option means the Company’s option to convert some or all of the Series D Preferred Stock into that number of shares of Common Stock that are issuable at the then-applicable conversion rate as described in Section 8(c) of these Articles Supplementary.

  • Early Preference Share Redemption Notice means a notice of early redemption of some or all of the Preference Shares given by or on behalf of the Company in accordance with Condition 6 (Notices).

  • Warrant Share Number means at any time the aggregate number of shares of Warrant Stock which may at such time be purchased upon exercise of this Warrant, after giving effect to all prior adjustments and increases to such number made or required to be made under the terms hereof.

  • Common Warrant Shares means the shares of Common Stock issuable upon exercise of the Common Warrants.

  • Repurchase Option has the meaning set forth in Section 1.3(a) hereto.

  • Preferred Shareholder means any holder of Preferred Shares.

  • Series A Preferred Shares means the Series A Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Series D Preferred Shares means the Company’s series D preferred shares, par value US$0.00001 per share.

  • Preferred Holder means, with respect to a series of Preferred Units, a Record Holder of such series of Preferred Units.

  • Warrant Holder means the holder of a Call Warrant.

  • Exchange Right has the meaning ascribed thereto in Section 5.1;

  • Preferred Shares means shares of Series A Junior Participating Preferred Stock, par value $.01 per share, of the Company having the rights and preferences set forth in the Form of Certificate of Designations attached to this Agreement as Exhibit A.

  • Purchase Option Notice As defined in Section 3.18(e).

  • Series E Preferred Shares means the Series E Preferred Shares of the Company, par value US$0.0001 per share, with the rights and privileges as set forth in the Memorandum and Articles.

  • Warrant Exercise Period shall commence (subject to Section 6(d) below), on the later of:

  • Series B Preferred Shares means the Series B Preferred Shares of the Company, par value US$0.0001 per share.

  • Series A-1 Preferred Shares means the Company’s series A-1 preferred shares, par value US$0.00001 per share.

  • Series B Holder means a Record Holder of the Series B Preferred Units.

  • Series C Preferred Shares means the Company’s series C preferred shares, par value US$0.00001 per share.

  • Series A Warrants means, collectively, the Common Stock purchase warrants delivered to the Purchasers at the Closing in accordance with Section 2.2(a) hereof, which Warrants shall be exercisable immediately from the Closing Date and have a term of exercise equal to five (5) years, in the form of Exhibit A attached hereto.

  • Redemption Right has the meaning provided in Section 8.5(a) hereof.

  • Put Right has the meaning set forth in Section 8.05(a).

  • Common Stockholder means the employee of, consultant to, or director of the Company or other person to whom shares of Common Stock are issued pursuant to this Plan.

  • Fully Diluted Share Number means the aggregate sum of: (i) the number of shares of Company Common Stock issued and outstanding immediately prior to the Effective Time; (ii) the number of shares of Company Common Stock issuable upon the voluntary conversion of all of the shares of Company Preferred Stock issued and outstanding immediately prior to the Effective Time into Company Common Stock and (iii) the number of shares of Company Common Stock issuable upon exercise of all Stock Options.