Limitations on Right to Convert Sample Clauses
The "Limitations on Right to Convert" clause defines specific restrictions on a party’s ability to convert one type of security or instrument into another, such as converting preferred shares into common stock. This clause may set conditions like timeframes, minimum or maximum amounts, or require certain events to occur before conversion is permitted. Its core practical function is to prevent unrestricted or potentially disruptive conversions, thereby protecting the interests of the company and existing stakeholders by maintaining control over changes in ownership structure.
Limitations on Right to Convert. The right of the Borrower to convert all or a portion of the Variable Facility Commitment to the Fixed Facility Commitment is subject to the following limitations:
Limitations on Right to Convert. In no event shall the Holder be permitted to convert principal of or Interest on this Note if, upon such conversion, (x) the number of Conversion Shares to be issued pursuant to such Conversion plus (y) the number of shares of Common Stock beneficially owned by the Holder (other than Common Stock which may be deemed beneficially owned except for being subject to a limitation on conversion or exercise analogous to the limitation contained in this Section 4(f)) would exceed 4.99% of the number of shares of Common Stock then issued and outstanding, it being the intent of the Company and the Holder that the Holder not be deemed at any time to have the power to vote or dispose of greater than 4.99% of the number of shares of Common Stock issued and outstanding at any time. Nothing contained herein shall be deemed to restrict the right of the Holder to convert such excess principal amount at such time as such Conversion will not violate the provisions of this Section4(f). As used herein, beneficial ownership shall be determined in accordance with Section 13(d) of the Securities Exchange Act of 1934, as amended, and the rules thereunder. To the extent that the limitation contained in this Section4(f) applies (and without limiting any rights the Company may otherwise have), the Company may rely on the Holder’s determination of whether this Note is convertible pursuant to the terms hereof, the Company shall have no obligation whatsoever to verify or confirm the accuracy of such determination, and the submission of a Conversion Notice by the Holder shall be deemed to be the Holder’s representation that this Note is convertible pursuant to the terms hereof. The Company shall have no liability to any person if the Holder’s determination of whether this Note is convertible pursuant to the terms hereof is incorrect.
Limitations on Right to Convert. Borrower’s right to convert all or any portion of the Variable Loan to a Fixed Loan is subject to the following limitations:
Limitations on Right to Convert. The right of the Borrowers to convert all or a portion of the Revolving Facility Credit Commitment to the Base Facility Credit Commitment is subject to the following limitations:
Limitations on Right to Convert. The limitations of Section 2.5 shall apply to any Conversion.
Limitations on Right to Convert. The right of the Borrower to convert all or a portion of the Revolving Facility Commitment to the Base Facility Commitment is subject to the following limitations:
(a) Closing Date. The Closing Date shall occur during the Base Facility Availability Period.
Limitations on Right to Convert. Notwithstanding anything in Section 6 or Section 7 to the contrary, prior to the effectiveness and consummation of any proposed conversion pursuant to Section 6 or Section 7 hereof of shares of Series A Preferred Stock owned by a holder (other than an automatic conversion pursuant to the provisions of the third sentence of Section 6(a) hereof), such holder shall make a determination as to whether such proposed conversion requires, prior to the consummation thereof, that filings under the Hart-Scott-▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Improvements Act of 1976, as amended, or the rules and regulations promulgated thereunder (said Act and said rules and regulations being referred to herein, collectively, as the "HSR Act"), be made. If such holder shall make the determination that such proposed conversion requires, prior to the consummation thereof, that filings under the HSR Act be made, then such holder shall give prompt written notice of such determination to the
Limitations on Right to Convert. In no event shall a Holder be permitted to convert any Preferred Shares in excess of the number of such shares, upon the Conversion of which:
(A) the number of Conversion Shares to be issued pursuant to such Conversion, when added to the number of shares of Common Stock issued pursuant to all prior Conversions of Preferred Shares and conversions of Debentures (as defined in the Securities Purchase Agreement), would exceed 19.99% of the number of outstanding shares of Common Stock on the Tranche A Closing Date (subject to equitable adjustment from time to time for the events described in Section 5 below) (the "Cap Amount"), except that such limitation shall not apply in the event that (i) the Corporation obtains the approval of its stockholders as required by NASD Rule 4460 (or any successor rule or regulation) for issuances of Common Stock in excess of the Cap Amount or (ii) such Holder obtains an opinion of counsel reasonably satisfactory to the Corporation that such approval is not required. In the event that a Holder shall sell or otherwise transfer all or any such Holder's Preferred Shares, the transferee shall be allocated a pro rata portion of the Cap Amount. In the event that following a sale or transfer of Preferred Shares, a Holder converts all of such Holder's
Limitations on Right to Convert. Borrower’s right to convert all or a portion of any Variable Advance to a Fixed Advance is subject to the following limitations:
Limitations on Right to Convert. 44 5.04. Conditions Precedent to Conversion. . . . . . . . . . . . . . . . 44 5.05. Interest Rate of Base Facility Advances After Conversion. . . . . 45