Required Conversion Sample Clauses

Required Conversion. If (a) for a forty-five (45) consecutive Trading Day period from and after the date that is forty-five (45) Trading Days prior to the third anniversary of the Closing but prior to the expiration of this Warrant, the daily volume weighted average price of the Common Stock quoted on the Nasdaq Capital Market or any other U.S. exchange on which the Common Stock is listed, whichever is applicable, as posted by Bloomberg L.P. (or such other reference reasonably relied upon by the Company if not so published) is greater than or equal to $10.00 per share and (b) for each of those forty-five (45) consecutive trading days at least an average of Fifty Thousand (50,000) shares of the Common Stock are traded per day during such period (in each case, as appropriately adjusted for stock splits, combinations, reorganizations, reclassifications and the like) (the “Early Termination Event”), then the Company shall have the right, by giving written notice in accordance with Section 18 of the Early Termination Event to the Holder within thirty (30) calendar days of the occurrence of the Early Termination Event, to require such Holder to exercise this Warrant in full pursuant to this Section 2; provided, however, that if on any day during such forty-five consecutive Trading Day period when the condition set forth in the preceding clause (a) is satisfied, the condition set forth in the preceding clause (b) is not satisfied, the Company shall be entitled to treat such day as if it was not a Trading Day for the purposes of determining whether an Early Termination Event has occurred. If, on the 10th business day following written notice from the Company notifying the Holder of the occurrence of the Early Termination Event, the Holder has not elected to exercise this Warrant in full for all the then unexercised Warrant Shares, this Warrant shall be deemed automatically exercised on such 10th business day pursuant to the net exercise provisions in Section 2.3 above; provided, however, that until the Holder has complied with the Warrant delivery and any other obligations under Section 2.1, the Company shall have no obligation to deliver share certificates.

Required Conversion. The Borrower may, at its sole option, provide the Holder irrevocable written notice ("CALL NOTICE") requiring the conversion of all or a portion of the Note held by such Holder as of the date set forth in such Call Notice (the "CALL DATE"), which such date shall be at least 30 days following the date of the Call Notice, provided a registration statement covering resales of that number of shares of Common Stock then issuable upon conversion of this Note pursuant to such Call Notice has been declared effective and is available for use. The amount of Common Stock to be issued in connection with any such conversion pursuant to a particular Call Notice pursuant to this Section 3.3 shall not exceed 20% of the aggregate dollar trading volume of the Common Stock for the 22 trading days immediately preceding the date of such Call Notice. If all of the conditions described herein have been satisfied, no amount (either principal, interest or fees) shall be payable after the Call Date with respect to the portion of the Note so converted and the Borrower will cause a certificate representing the shares of Common Stock so converted to be issued to the Holder upon receipt of a completed Notice of Conversion as provided herein. The conversion price with respect to conversions pursuant to this Section 3.3 shall equal the lesser of (i) the Fixed Conversion Price and (ii) 90% of the average of the fifteen closing prices for the Common Stock on the Principal Market during the period immediately preceding the Call Date.

Required Conversion. In the event of a Required Conversion (as ------------------- defined in the Certificate of Designations), the Common Stock delivered upon such conversion shall have the benefit of the Exchange Right identical to that with respect to the Series A Preferred Stock so converted and shall be evidenced by a security substantially in the form of Exhibit B. ---------

Required Conversion. Section 3 of the Note is hereby amended so that the date upon which conversion of the Note may be required shall be extended to the later of December 31, 1997 or the date that the shares of Common Stock into which the Note are convertible are registered for resale by the Holder under the Securities Act of 1933 as amended (such time being herein called the "Required Conversion Date"), if the last sale price of the Common Stock averages at least $9.25 per share for the ten (10) trading days immediately preceding the Required Conversion Date, then upon written notice from the Company given within fifteen (15) days following the Required Conversion Date, the Payee shall convert this Note at the then applicable Conversion Rate.

Required Conversion. For the seven (7) Business Day period following the satisfaction of the Required Conversion Conditions, the Company may notify the Holder in writing (a “Required Conversion Notice”) of its election to require the Holder to convert the entire principal amount of this Note then outstanding (subject to subsection (i) below) into Conversion Shares (a “Required Conversion”). Following receipt of a Required Conversion Notice, the Holder shall be entitled to receive the Conversion Shares in respect of such Required Conversion Notice within the time frame set forth in this Section 2 with respect to Conversion Shares.

Required Conversion. In the event that the Common Stock trades on the Principal Market at a price greater than 125% of the Conversion Price for a period of at least 22 consecutive trading days, then the Borrower may, at its sole option, provide the Holder irrevocable written notice ("Call Notice") requiring the conversion at the Conversion Price of all or a portion of the Note held by the Holder as of the date set forth in such Call Notice (the "Call Date"), which such date shall be at least 22 trading days following the date of the Call Notice, provided a registration statement covering resales of that number of shares of Common Stock then issuable upon conversion of this Note pursuant to such Call Notice has been declared effective and is available for use or the date of such Call Notice is after such time as the Common Stock underlying this Note may be sold without restriction or volume limitations pursuant to Rule 144(k) under the Securities Act of 1933, as amended. The amount of Common Stock to be issued in connection with any such conversion pursuant to a particular Call Notice pursuant to this Section 3.3 shall not exceed 20% of the aggregate dollar trading volume of the Common Stock for the 22 trading days immediately preceding the Call Date. If the price of the Common Stock falls below 125% of the Conversion Price during the 22 trading day period preceding the Call Date, then the Holder will no longer be required to convert the Note pursuant to such Call Notice. The Borrower shall not be permitted to give the Investor more than one notice during any 22-day period.

Required Conversion. At the Required Conversion Closing (as defined in Section 1.2) the following (the "REQUIRED Conversion") shall occur: (a) the Stockholder shall surrender to the Company the certificate evidencing the Series B Stock duly endorsed to the Company in blank for conversion into shares of Interstate Common Stock in accordance with the provisions of Section 7 of the Articles Supplementary of the Company designating the Series B Convertible Preferred Stock (the "ARTICLES SUPPLEMENTARY"), and the Company shall deliver to the Stockholder (i) certificates representing the number of validly issued, fully paid and nonassessible shares of Interstate Common Stock to which the Stockholder is entitled upon conversion of Series B Stock in accordance with the provisions of Section 7 of the Articles Supplementary (such shares of Interstate Common Stock, together with the Note Conversion Shares, the "CONVERSION SHARES"); and (b) the Noteholder shall surrender to the Company the Convertible Notes together with written instructions specifying the principal amount of Convertible Notes that is to be converted in accordance with the provisions of Section 4 of the Convertible Notes (the "CONVERTED PRINCIPAL") into shares of Interstate Common Stock, and the Company shall deliver to the Noteholder certificates representing the number of validly issued, fully paid and nonassessible shares of Common Stock equal to the Converted Principal plus all Accrued Interest (as such term is defined in the Convertible Notes) thereon to the date of conversion divided by the Conversion Price (as such term is defined in the Convertible Notes) as adjusted pursuant to Section 4.1(c) of the Convertible Notes (the "NOTE CONVERSION SHARES"); (c) the Company shall cancel the Convertible Notes and issue to the Noteholder a new note or notes, as requested by Noteholder, in substantially identical form to the Convertible Notes and in the aggregate principal amount equal to the aggregate principal amount of the Convertible Notes less the Converted Principal; (d) the Company shall pay to the Security Holders the amount of $9,250,000 (the "CONVERSION INCENTIVE PAYMENT") in United States dollars in immediately available funds by wire transfer to an account specified in writing by the Security Holders.

Required Conversion. Within 24 months after HUD’s approval of the application for AMPs KS004000003 and KS004000004, the Housing Authority shall establish a “not to exceed” deadline to submit an approvable financing plan, if applicable to HUD, for AMPs KS004000003 and KS004000004.

Required Conversion. Section 3 of the Note, as modified in the First Amendment, shall be deleted and the following language inserted in its place: