Mechanics and Effect of Conversion. No fractional shares of capital stock will be issued upon conversion of this Note. In lieu of any fractional share to which the Holder would otherwise be entitled, the Company will pay to the Holder in cash the amount of the unconverted Payment Amount that would otherwise be converted into such fractional share. Upon conversion of this Note pursuant to Section 3, the Holder shall surrender this Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. At its expense, the Company will, as soon as practicable thereafter, issue and deliver to such Holder, at such principal office, electronic confirmation of issuance or a stock certificate for the number of shares to which such Holder is entitled upon such conversion, together with any other securities and property to which the Holder is entitled upon such conversion under the terms of this Note, including a check from the Company payable to the Holder for any cash amounts payable as described herein. Upon conversion of this Note, the Company will be forever released from all of its obligations and liabilities under this Note.
Appears in 3 contracts
Sources: Promissory Note (AEON Biopharma, Inc.), Promissory Note (AEON Biopharma, Inc.), Promissory Note (AEON Biopharma, Inc.)
Mechanics and Effect of Conversion. No fractional shares of capital stock the Company’s Shares will be issued upon conversion of this Note. In lieu of any fractional share to which the Holder would otherwise be entitled, the Company will pay to the Holder in cash the amount of the unconverted Payment Amount principal balance of this Note that would otherwise be converted into such fractional share. Upon conversion of this Note pursuant to this Section 32, the Holder shall surrender this Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. At its expense, the Company will, as soon as practicable thereafter, issue and deliver to such Holder, at such principal office, electronic confirmation of issuance a certificate or a stock certificate certificates for the number of shares Shares to which such Holder is entitled upon such conversion, together with any other securities and property to which the Holder is entitled upon such conversion under the terms of this Note, including a check from the Company payable to the Holder for any cash amounts payable as described herein. Upon conversion of this Note, the Company will be forever released from all of its obligations and liabilities under this NoteNote with regard to that portion of the principal amount being converted, including without limitation the obligation to pay such portion of the principal amount.
Appears in 2 contracts
Sources: Forbearance Agreement (Lilis Energy, Inc.), Convertible Subordinated Promissory Note (Lilis Energy, Inc.)
Mechanics and Effect of Conversion. In connection with any conversion of this Note, the Holder shall surrender this Note, duly endorsed, to the Company or any transfer agent of the Company, and shall deliver to the Company any other documentation reasonably required by the Company in connection with such conversion (including, in the event of a conversion of this Note into capital stock, the applicable transaction documents, as described in and subject to any restrictions set forth in Section 2). The Company shall not be required to issue or deliver the capital stock or other property into which this Note may convert until the Holder has surrendered this Note to the Company and delivered to the Company such documentation. No fractional shares of the Company’s capital stock will be issued upon conversion of this Note. In lieu of any fractional share to which the Holder would otherwise be entitled, at the request of the Holder the Company will pay to the Holder in cash the amount of the unconverted Payment Amount principal and interest balance of this Note that would otherwise be converted into such fractional share. Upon conversion of this Note pursuant to Section 3, the Holder shall surrender this Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. At its expense, the Company will, as soon as practicable thereafter, issue and deliver to such Holder, at such principal office, electronic confirmation of issuance or a stock certificate for the number of shares to which such Holder is entitled upon such conversion, together with any other securities and property to which the Holder is entitled upon such conversion under the terms of this Note, including a check from the Company payable to the Holder for any cash amounts payable as described herein. Upon conversion of this Note, the Company will be forever released from all of its obligations and liabilities under this NoteNote with regard to that portion of the principal amount and accrued interest being converted including without limitation the obligation to pay such portion of the principal amount and accrued interest.
Appears in 2 contracts
Sources: Subordinated Convertible Note Purchase Agreement (InterPrivate II Acquisition Corp.), Subordinated Convertible Note Purchase Agreement (InterPrivate II Acquisition Corp.)
Mechanics and Effect of Conversion. No fractional shares of capital stock the Company’s Capital Stock will be issued upon conversion of this Note. In lieu of any fractional share to which the Holder would otherwise be entitled, the Company will pay to the Holder in cash the amount of the unconverted Payment Amount principal and interest balance of this Note that would otherwise be converted into such fractional share. Upon conversion of this Note pursuant to this Section 32, the Holder shall surrender this Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. At its expense, the Company will, as soon as practicable thereafter, issue and deliver to such Holder, at such principal office, electronic confirmation of issuance a certificate or a stock certificate certificates for the number of shares to which such Holder is entitled upon such conversion, together with any other securities and property to which the Holder is entitled upon such conversion under the terms of this Note, including a check from the Company payable to the Holder for any cash amounts payable as described herein. Upon conversion of this Note, the Company will be forever released from all of its obligations and liabilities under this NoteNote with regard to that portion of the principal amount and accrued interest being converted including without limitation the obligation to pay such portion of the principal amount and accrued interest.
Appears in 1 contract
Sources: Convertible Note Purchase Agreement (Crimson Forest Entertainment Group Inc.)
Mechanics and Effect of Conversion. No fractional shares of capital stock the Company’s Ordinary Shares will be issued upon conversion of under this Note. In lieu of any fractional share to which the Holder would otherwise be entitled, the Company will pay to the Holder in cash the amount of the unconverted Payment Principal Amount of this Note that would otherwise be converted into such fractional share. Upon the full conversion of this Note pursuant to the Section 32, the Holder shall surrender this Note, duly endorsed, at the principal offices of the Company or any transfer agent of the Company. At its expense, the Company will, as soon as practicable thereafter, issue and deliver to such Holder, at such principal office, electronic confirmation of issuance Holder a certificate or a stock certificate certificates or electronically through the DWAC or other established clearing corporation performing similar functions for the number of shares to which such the Holder is entitled upon such conversion, together with any other securities and property to which the Holder is entitled upon such conversion under the terms of this Note, including a check from the Company payable to the Holder for any cash amounts payable as described herein. Upon a conversion of this Note, the Company will be forever released from all of its obligations and liabilities under this NoteNote with regard to that portion of the Principal Amount being converted, including without limitation, the obligation to pay such portion of the Principal Amount.
Appears in 1 contract
Sources: Convertible Note Purchase Agreement (SGOCO Group, Ltd.)