Conversion Restrictions. Subject to the exceptions set forth below, the Holder may only convert this Debenture on or after the ninetieth (90th) day following the Issue Date; PROVIDED, HOWEVER, that the restrictions on conversion set forth in this Section 1.1(b) shall not be applicable to conversions taking place on any Conversion Date (i) occurring on or after the date the Borrower makes a public announcement that it intends to merge or consolidate with any other corporation or sell or transfer all or substantially all of the assets of the Borrower or (ii) occurring on or after the date any person, group or entity (including the Borrower) publicly announces a tender offer to purchase 50% or more of the Borrower's Common Stock (or any other takeover scheme) or (iii) occurring after there is a material adverse change in the business, operations, assets, financial condition or prospects of the Borrower or its subsidiaries, taken as a whole, or (iv) following the occurrence of any Event of Default (as defined below).
Appears in 2 contracts
Sources: Securities Purchase Agreement (Infonautics Inc), Securities Purchase Agreement (Infonautics Inc)