Subject to and upon Sample Clauses

Subject to and upon compliance with the provisions of the Indenture, the Holder of this Note is entitled, at his, her or its option, at any time on or after 9:00 a.m. New York City time on July 30, 1996 and before the close of business on the Business Day next preceding the Redemption Date, or in case this Note or a portion hereof is called for redemption, then in respect of this Note or such portion hereof until and including, but (unless the Company defaults in making the payment due upon redemption) not after, the close of business on the Business Day next preceding the Redemption Date, to convert this Note at the principal amount hereof, or of such portion, in to fully paid and non-assessable shares (calculated as to each conversion to the nearest 1/100th of a share) of Common Stock of the Company at a conversion price equal to $6.90 per share of such Common Stock (or in each case at the current adjusted conversion price if an adjustment has been made as provided in the Indenture) by surrender of this Note, duly endorsed or assigned to the Company or in blank, to the Company at its office or agency maintained for that purpose pursuant to the Indenture, accompanied by written notice to the Company in the form provided in this Note (or such other notice as is acceptable to the Company) that the Holder hereof elects to convert this Note and, in case such surrender shall be made during the period from the close of business on any regular Record Date next preceding any Interest Payment Date or the close of business on a record date for the payment of a Reset Penalty to the close of business on such Interest Payment Date or the Reset Penalty Payment Date, as applicable, (unless this Note or the portion thereof being converted has been called for redemption on a Redemption Date within such period), also accompanied by payment in New York Clearing House funds, or other funds acceptable to the Company of an amount equal to the interest payable on such Interest Payment Date on the principal amount of this Security then being converted and/or any Reset Penalty due. Subject to the aforesaid requirement for payment and, in the case of a conversion after the regular Record Date next preceding any Interest Payment Date and on or before such Interest Payment Date, to the right of the Holder of this Note (or any Predecessor Security) of record at such regular record date to receive an installment of interest (with certain exceptions provided in the Indenture), no payment or adjustment is ...
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Subject to and upon compliance with the provisions of the Indenture, a Holder may surrender for conversion any Note that is $1,000 principal amount or integral multiples thereof.
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Subject to and upon compliance with the provisions of the Indenture, the Holder of this Debenture is entitled, at his option, at any time on or before the close of business on April 1, 2007, or in case this Debenture or some portion hereof shall have been called for redemption prior to such date, then in respect of this Debenture or such portion hereof until and including, but (unless the Company shall default in payment due upon the redemption thereof) not after, the close of business on the redemption date, to convert this Debenture (or in case this Debenture is of a denomination in excess of $1,000, any portion hereof which is $1.00 or an integral multiple thereof), into fully paid and nonassessable shares of common stock, par value $0.10 per share ("Shares"), of the Company at the initial conversion price of $_____ per Share, subject to such adjustment or adjustments, if any, of such conversion price and the securities or other property issuable upon conversion, as may be required by the provisions of the Indenture, upon surrender of this Debenture, duly endorsed or assigned to the Company or in blank, to the Company at the office or agency of the Conversion Agent, with the Conversion Notice set forth below, or accompanied by a separate written notice substantially in the form of such Conversion Notice, duly executed by the Holder and stating that the Holder hereof elects to convert this Debenture, or if less than the entire principal amount hereof is to be converted, the portion hereof to be converted, all in accordance with the provisions of the Indenture. Except as otherwise provided in the Indenture, no payment or adjustment is to be made on conversion for interest accrued hereon or for dividends issued on securities issued on conversion. No fractional Shares will be issued on conversion, but instead of any fractional interest the Company shall pay a cash adjustment as provided in the Indenture.
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Subject to and upon compliance with the provisions of this Section 2, Holder shall have the right to convert all, or any part, of the outstanding principal balance of, this Note together with all accrued but unpaid interest on such principal then to be converted, at any time prior to the payment in full in cash of all obligations outstanding hereunder (whether before or after the Maturity Date), in whole, or in part, into that number of shares of the Company’s Series B Preferred Stock, no par value (the “Preferred Stock”) equal to, at the option of Holder, (a) the product obtained by dividing (x) the outstanding principal and accrued but unpaid interest then being converted by (y) by the Fair Value (as defined below) of the Preferred Stock, or (b) the product obtained by dividing (x) the outstanding principal then being converted by (y) $1.00 (in each case, the “Conversion Value”) (such amounts to be adjusted for stock splits, dividends, recapitalizations and similar transactions) with the same terms and conditions and rights and preferences, as received by the investors who purchased the Preferred Stock (the shares of the Preferred Stock issuable upon conversion being referred to herein as the “Shares”). For the purposes of the calculation described in 2.1(a) above:
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Subject to and upon compliance with the provisions of this First Supplemental Indenture, the Holder of any Series 2 5/8% Note shall have the right, at his option, at any time prior to the close of business on April 1, 2003 (except that, with respect to any Series 2 5/8% Note or portion of a Series 2 5/8% Note which shall be called for redemption, such right (except as provided in Section 4.05) shall terminate at the close of business on the fifth Business Day preceding the date fixed for redemption of such Series 2 5/8% Note or portion of a Series 2 5/8% Note, unless the Company shall default in payment due upon redemption thereof) to convert the principal amount of any such Series 2 5/8% Note, or any portion of such principal amount which is $1,000 or an integral multiple thereof, into that number of fully paid and nonassessable shares of Common Stock obtained by dividing the principal amount of the Series 2 5/8% Note or portion thereof surrendered for conversion by the Conversion Price in effect at such time, by surrender of the Series 2 5/8% Note so to be converted in whole or in part in the manner provided, together with any required funds, in Section 4.02. A Holder of Series 2 5/8% Notes is not entitled to any rights of a Holder of Common Stock until such Holder has converted his Series 2 5/8% Notes to Common Stock, and only to the extent such Series 2 5/8% Notes are deemed to have been converted to Common Stock under this Article IV.
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Subject to and upon compliance with the provisions of this Article Five, the Series __ % Debentures are at the option of the Holder, at any time through the close of business on ______, 2027 (or, in the case of Series ___% Debentures called for redemption, prior to the close of business on the Business Day prior to the corresponding redemption date) into fully paid and nonassessable shares of Common Stock of the Company at an initial conversion rate of _____ shares of Common Stock for each $_____ in aggregate principal amount of Series ___% Debentures (equal to a conversion price (as adjusted from time to time, the "Conversion Price") of $_____ per share of Common Stock), subject to adjustment as described in this Article Five. A Holder of Series ___% Debentures may convert any portion of the principal amount of the Series ___% Debentures into that number of fully paid and nonassessable shares of Common Stock obtained by dividing the principal amount of the Series ____% Debentures to be converted by such conversion price. All calculations under this Article Five shall be made to the nearest cent or to the nearest 1/100th of a share, as the case may be.
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Subject to and upon compliance with the provisions of the Indenture, the Holder of Securities is entitled, at such Holder's option, to convert the Holder's Securities (or any portion of the principal amount hereof which is an integral multiple of $1,000), at the principal amount thereof or of such portion, into duly authorized, fully paid and nonassessable ADRs of the Guarantor, at the Conversion Price in effect at the time of conversion:
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Related to Subject to and upon

  • Subject to the Plan The Option evidenced by this Agreement and the exercise thereof are subject to the terms and conditions of the Plan, which is incorporated by reference and made a part hereof, but the terms of the Plan shall not be considered an enlargement of any rights or benefits under this Agreement. In addition, the Option is subject to any rules and regulations promulgated by the Committee.

  • Subject to Plan The Stock Option and its exercise are subject to the terms and conditions of the Plan, and the terms of the Plan shall control to the extent not otherwise inconsistent with the provisions of this Agreement. The capitalized terms used herein that are defined in the Plan shall have the same meanings assigned to them in the Plan. The Stock Option is subject to any rules promulgated pursuant to the Plan by the Board or the Committee and communicated to the Participant in writing.

  • Shares Subject to Agreement The Shares shall be subject to the terms and conditions of this Agreement. Except as otherwise provided in Section 5, no adjustment shall be made for dividends or other rights for which the record date is prior to the issuance of the Shares. The Company shall not be required to deliver any Shares until the requirements of any federal or state securities or other laws, rules or regulations (including the rules of any securities exchange) as may be determined by the Committee to be applicable are satisfied.

  • Shares Subject to the Plan Subject to the provisions of Section 13 of the Plan, the maximum number of Shares that the Company may issue for all Awards is 1,453,334 Shares, provided that the Company shall not make additional awards under the Commonwealth Energy Corporation 1999 Equity Incentive Plan, as amended and assumed by Commerce Energy Group, Inc. For all Awards, the Shares issued pursuant to the Plan may be authorized but unissued Shares, or Shares that the Company has reacquired or otherwise holds in treasury. Shares that are subject to an Award that for any reason expires, is forfeited, is cancelled, or becomes unexercisable, and Shares that are for any other reason not paid or delivered under the Plan shall again, except to the extent prohibited by Applicable Law, be available for subsequent Awards under the Plan. In addition, the Committee may make future Awards with respect to Shares that the Company retains from otherwise delivering pursuant to an Award either (i) as payment of the exercise price of an Award, or (ii) in order to satisfy the withholding or employment taxes due upon the grant, exercise, vesting or distribution of an Award. Notwithstanding the foregoing, but subject to adjustments pursuant to Section 13 below, the number of Shares that are available for ISO Awards shall be determined, to the extent required under applicable tax laws, by reducing the number of Shares designated in the preceding paragraph by the number of Shares granted pursuant to Awards (whether or not Shares are issued pursuant to such Awards), provided that any Shares that are either issued or purchased under the Plan and forfeited back to the Plan, or surrendered in payment of the Exercise Price for an Award shall be available for issuance pursuant to future ISO Awards.

  • Remedies Subject to Applicable Law All rights, remedies and powers provided by this Article Five may be exercised only to the extent that the exercise thereof does not violate any applicable provision of law in the premises, and all the provisions of this Indenture are intended to be subject to all applicable mandatory provisions of law which may be controlling in the premises and to be limited to the extent necessary so that they will not render this Indenture invalid, unenforceable or not entitled to be recorded, registered or filed under the provisions of any applicable law. ARTICLE SIX

  • Stock Subject to the Plan Subject to the provisions of Section 14 of the Plan, the maximum aggregate number of Shares which may be issued under the Plan is 50,000,000 Shares. The Shares may be authorized, but unissued, or reacquired Common Stock. If an Award expires or becomes unexercisable without having been exercised in full, or, with respect to Restricted Stock, is forfeited back to or repurchased by the Company, the unpurchased Shares (or for Restricted Stock, the forfeited or repurchased shares) which were subject thereto shall become available for future grant or sale under the Plan (unless the Plan has terminated). With respect to SARs, all shares which are the subject of an issued SAR shall cease to be available under the Plan, except for SARs which expire or become unexercisable without having been exercised in full. Shares that have actually been issued under the Plan under any Award shall not be returned to the Plan and shall not become available for future distribution under the Plan, except that if Shares of Restricted Stock are repurchased by the Company at their original purchase price or are forfeited to the Company, such Shares shall become available for future grant under the Plan. For the avoidance of doubt, except for Awards which expire or become unexercisable without having been exercised in full, the following Shares shall not become available for issuance under the Plan: (i) Shares tendered by Participants as full or partial payment to the Company upon exercise of Options granted under the Plan; (ii) Shares reserved for issuance upon the grant of SARs, to the extent the number of reserved Shares exceeds the number of Shares actually issued upon exercise of the SARs; and (iii) Shares withheld by, or otherwise remitted to, the Company to satisfy a Participant’s tax withholding obligations upon the lapse of restrictions on Restricted Stock or the exercise of options or SARs granted under the Plan or upon any other payment or issuance of Shares under the Plan.

  • Provisions Subject to Applicable Law All rights, powers and remedies provided in this Security Instrument may be exercised only to the extent that the exercise thereof does not violate any applicable provisions of law and are intended to be limited to the extent necessary so that they will not render this Security Instrument invalid, unenforceable or not entitled to be recorded, registered or filed under the provisions of any applicable law. If any term of this Security Instrument or any application thereof shall be invalid or unenforceable, the remainder of this Security Instrument and any other application of the term shall not be affected thereby.

  • Agreement Subject to the Plan This Agreement is subject to the provisions of the Plan and shall be interpreted in accordance therewith. The Holder hereby acknowledges receipt of a copy of the Plan.

  • Shares Subject to Award The Award consists of 25,000 shares (the “Shares”) of common stock of the Company (“Stock”). The undersigned’s rights to the Shares are subject to the restrictions described in this Agreement and the Plan (which is incorporated herein by reference with the same effect as if set forth herein in full) in addition to such other restrictions, if any, as may be imposed by law.

  • Duties with Respect to the Issuer (i) In addition to the duties of the Servicer set forth in this Agreement or any of the Basic Documents, the Servicer shall perform such calculations and shall prepare for execution by the Issuer or the Owner Trustee or shall cause the preparation by other appropriate Persons of all such documents, reports, filings, instruments, certificates and opinions as it shall be the duty of the Issuer or the Owner Trustee to prepare, file or deliver pursuant to this Agreement or any of the Basic Documents or under state and federal tax and securities laws, and at the request of the Owner Trustee shall take all appropriate action that it is the duty of the Issuer to take pursuant to this Agreement or any of the Basic Documents, including, without limitation, pursuant to Sections 2.6 and 2.11 of the Trust Agreement. In accordance with the directions of the Issuer or the Owner Trustee, the Servicer shall administer, perform or supervise the performance of such other activities in connection with the Collateral (including the Basic Documents) as are not covered by any of the foregoing provisions and as are expressly requested by the Issuer or the Owner Trustee and are reasonably within the capability of the Servicer.

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