CONVERSION RIGHTS - COMMON STOCK Sample Clauses

CONVERSION RIGHTS - COMMON STOCK. (A) NUMBER OF SERIES A SHARES. Each Series A Share shall be convertible, at the option of the Holder thereof, at any time and from time to time into that number of shares of Common Stock, obtained by dividing the Liquidation Preference (including any Dividends added to Liquidation Preference pursuant to Paragraph 1.1.D) of such Series A Share by the "Conversion Price" determined in accordance with Paragraph 4.B as follows: (i) one-third (133) of the Series A Shares shall be convertible commencing October 29, 1996; (ii) one-third (133) of the Series A Shares shall be convertible commencing November 28, 1996; and (iii) one-third (134) of the Series A Shares shall be convertible commencing December 28, 1996: PROVIDED, however, notwithstanding the foregoing, the conversion right of each Holder shall be limited, except upon a Redemption Transaction (as defined in Paragraph 5 below), solely to the extent required, from time to time, such that in no instance shall the maximum number of shares of Common Stock into which the Holder may convert the Series A Shares exceed, at any time, an amount equal to the remainder of (i) 4.99% of the then issued and outstanding shares of Common Stock of the Corporation following such conversion, MINUS (ii) the number of shares of Common Stock of the Corporation held by such Holder. Notwithstanding the foregoing, the maximum number of shares of Common Stock into which the Series A Shares may convert in the aggregate is 1,272,972 shares of Common Stock, subject to adjustment as set forth in subparagraph 4 .D(a) below (the "Conversion Limit").
CONVERSION RIGHTS - COMMON STOCK. A. NUMBER OF SERIES B SHARES. Each Series B Share shall be convertible, at the option of the Holder thereof, at any time and from time to time into that number of shares of Common Stock, obtained by dividing the Liquidation Preference (including any Dividends added to Liquidation Preference pursuant to Paragraph 1.1.D) of such Series B Share by the "Conversion Price" determined in accordance with Paragraph 4.B as follows: (i) 606 of the Series B Shares shall be convertible commencing February 16, 1997, and (ii) 606 of the Series B Shares shall be convertible commencing March 18, 1997. Notwithstanding the foregoing, each Series B Share outstanding on December 17, 1998 shall automatically be converted into Common Stock on such date at the Conversion Price and December 17, 1998 shall be deemed the Conversion Date with respect to such conversion without the requirement of the delivery of a Notice of Conversion provided, such automatic conversion shall not occur if, at such time, the Corporation is in default of any of its obligations hereunder which has not been cured within seven (7) days after receipt of written Notice from a Holder of the event creating such default. Furthermore, the Company shall not be obligated to honor any Notice of Conversion (or any automatic conversion on December 17, 1998) for any Series B Shares delivered by the Holders, if after giving effect to the issuance of Shares of Common Stock in connection therewith the Company would not be in compliance with applicable National Association of Securities Dealers ("NASD") corporate governance rules (the "Conversion Limit"). In such case, the number of Series B Shares which cannot be converted solely as a result of the Conversion Limit shall be redeemed by the Corporation and the Holders shall be entitled to receive cash in exchange therefor in an amount equal to the number of shares of Common Stock that would have been issued upon such conversion multiplied by the Market Price (as defined in Paragraph 4.J. below) on the date of such conversion, pursuant to the redemption provisions of Paragraph 4.N. below.

Related to CONVERSION RIGHTS - COMMON STOCK

  • Conversion Rights The Trustees shall have the authority to provide from time to time that the holders of Shares of any Series or Class shall have the right to convert or exchange said Shares for or into Shares of one or more other Series or Classes or for interests in one or more other trusts, corporations, or other business entities (or a series or class of any of the foregoing) in accordance with such requirements and procedures as may be established by the Trustees from time to time.

  • Common Stock 1 Company........................................................................1

  • Common Shares 4 Company...................................................................................... 4

  • Conversion Right In lieu of exercising this Warrant as specified in Article 1.1, Holder may from time to time convert this Warrant, in whole or in part, into a number of Shares determined by dividing (a) the aggregate fair market value of the Shares or other securities otherwise issuable upon exercise of this Warrant minus the aggregate Warrant Price of such Shares by (b) the fair market value of one Share. The fair market value of the Shares shall be determined pursuant to Article 1.3.

  • Adjustment of Exercise Price, Number of Shares of Common Stock or Number of the Company Warrants The Exercise Price, the number of shares covered by each Warrant and the number of Warrants outstanding are subject to adjustment from time to time as provided in Section 3 of the Warrant Certificate. In the event that at any time, as a result of an adjustment made pursuant to Section 3 of the Warrant Certificate, the Holder of any Warrant thereafter exercised shall become entitled to receive any shares of capital stock of the Company other than shares of Common Stock, thereafter the number of such other shares so receivable upon exercise of any Warrant shall be subject to adjustment from time to time in a manner and on terms as nearly equivalent as practicable to the provisions with respect to the shares contained in Section 3 of the Warrant Certificate and the provisions of Sections 7, 11 and 12 of this Agreement with respect to the shares of Common Stock shall apply on like terms to any such other shares. All Warrants originally issued by the Company subsequent to any adjustment made to the Exercise Price pursuant to the Warrant Certificate shall evidence the right to purchase, at the adjusted Exercise Price, the number of shares of Common Stock purchasable from time to time hereunder upon exercise of the Warrants, all subject to further adjustment as provided herein.