Security Clause Example with 6 Variations from Business Contracts
This page contains Security clauses in business contracts and legal agreements. An example clause is provided at the top of the page, followed by clauses with minor variations. You can view the text differences by selecting the "Show Differences" option.
Security. This Note is secured by that certain Security Agreement of even date herewith, as the same may be amended from time to time (the "Security Agreement"), executed by Borrower in favor of Lender encumbering the Investor Trust Deed Notes, as more specifically set forth in the Security Agreement, all the terms and conditions of which are hereby incorporated into and made a part of this Note. 2 3. Lender Optional Conversion. 3.1. Lender Conversion Price. Subject to adjustment as set forth in this Note..., the conversion price for each Lender Conversion (as defined below) shall be $0.004 (the "Lender Conversion Price"). 3.2. Lender Conversions. Lender has the right at any time after the Purchase Price Date until the Outstanding Balance has been paid in full, including without limitation (i) until any Optional Prepayment Date (even if Lender has received an Optional Prepayment Notice) or at any time thereafter with respect to any amount that is not prepaid, and (ii) during or after any Fundamental Default Measuring Period, at its election, to convert (each instance of conversion is referred to herein as a "Lender Conversion") all or any part of the Outstanding Balance into shares ("Lender Conversion Shares") of fully paid and non-assessable common stock, $0.00001 par value per share ("Common Stock"), of Borrower as per the following conversion formula: the number of Lender Conversion Shares equals the amount being converted (the "Conversion Amount") divided by the Lender Conversion Price. Conversion notices in the form attached hereto as Exhibit A (each, a "Lender Conversion Notice") may be effectively delivered to Borrower by any method of Lender's choice (including but not limited to facsimile, email, mail, overnight courier, or personal delivery), and all Lender Conversions shall be cashless and not require further payment from Lender. Borrower shall deliver the Lender Conversion Shares from any Lender Conversion to Lender in accordance with Section 9 below within three (3) Trading Days of Lender's delivery of the Lender Conversion Notice to Borrower. 3.3. Application to Installments. Notwithstanding anything to the contrary herein, including without limitation Section 8 hereof, Lender may, in its sole discretion, apply all or any portion of any Lender Conversion toward any Installment Conversion (as defined below), even if such Installment Conversion is pending, as determined in Lender's sole discretion, by delivering written notice of such election (which notice may be included as part of the applicable Lender Conversion Notice) to Borrower at any date on or prior to the applicable Installment Date. In such event, Borrower may not elect to allocate such portion of the Installment Amount being paid pursuant to this Section 3.3 in the manner prescribed in Section 8.3; rather, Borrower must reduce the applicable Installment Amount by the Conversion Amount described in this Section 3.3.View More
Variations of a "Security" Clause from Business Contracts
Security. This Note is secured by that certain Security Agreement of even date herewith, as the same may be amended from time to time (the "Security Agreement"), executed by Borrower in favor of Lender encumbering the Investor Trust Deed Notes, as more specifically set forth in the Security Agreement, all the terms and conditions of which are hereby incorporated into and made a part of this Note. unsecured. 2 3. Lender Optional Conversion. 3.1. Lender Conversion Price. Subject to adjustment as set forth i...n this Note, the conversion price for each Lender Conversion (as defined below) shall be $0.004 (the "Lender Conversion Price"). 3.2. Lender Conversions. Lender has the right at any time after the Purchase Price Date earlier of (a) the effectiveness of the Registration Statement, and (b) the date that is six (6) months from the Effective Date, until the Outstanding Balance has been paid in full, including without limitation (i) until any Optional Prepayment Date (even if Lender has received an Optional Prepayment Notice) or at any time thereafter with respect to any amount that is not prepaid, and (ii) during or after any Fundamental Default Measuring Period, at its election, to convert (each instance of conversion is referred to herein as a "Lender Conversion") ("Conversion") all or any part portion of the Outstanding Balance any Conversion Eligible Tranche into shares ("Lender Conversion ("Conversion Shares") of fully paid and non-assessable common stock, $0.00001 $0.001 par value per share ("Common Stock"), of Borrower as per the following conversion formula: the number of Lender Conversion Shares equals the amount being converted (the "Conversion Amount") divided by the Lender Conversion Price. Price (as defined below). Conversion notices in the form attached hereto as Exhibit A (each, a "Lender Conversion "Conversion Notice") may be effectively delivered to Borrower by any method set forth in the "Notices" Section of Lender's choice (including but not limited to facsimile, email, mail, overnight courier, or personal delivery), the Purchase Agreement (as defined in the Exchange Agreement), and all Lender Conversions shall be cashless and not require further payment from Lender. Borrower shall deliver the Lender Conversion Shares from any Lender Conversion to Lender in accordance with Section 9 below within three (3) 8 below. 3.2. Conversion Price. Subject to the adjustments set forth herein, the conversion price for each Conversion shall be calculated pursuant to the following formula: 70% multiplied by the lowest trade price for a share of Common Stock during the ten (10) Trading Days of Lender's delivery of the Lender Conversion Notice to Borrower. 3.3. Application to Installments. Notwithstanding anything to the contrary herein, including without limitation Section 8 hereof, Lender may, in its sole discretion, apply all or any portion of any Lender Conversion toward any Installment Conversion (as defined below), even if such Installment Conversion is pending, as determined in Lender's sole discretion, by delivering written notice of such election (which notice may be included as part of immediately preceding the applicable Lender Conversion Notice) to Borrower at any date on or prior to the applicable Installment Date. In such event, Borrower may not elect to allocate such portion of the Installment Amount being paid pursuant to this Section 3.3 (the "Conversion Price"); provided, however, in the manner prescribed in Section 8.3; rather, Borrower must reduce the applicable Installment Amount by no event shall the Conversion Amount described in this Section 3.3. Price be less than the Floor Price. View More
Security. This Note is secured by that certain Security Agreement of even date herewith, as the same may be amended from time to time (the "Security Agreement"), executed by Borrower in favor of Lender encumbering the Investor Trust Deed Notes, as more specifically set forth in the Security Agreement, all the terms and conditions of which are hereby incorporated into and made a part of this Note. unsecured. 2 3. Lender Optional Conversion. 3.1. Lender Conversion Price. Subject to adjustment as set forth i...n this Note, the The conversion price for each Lender Conversion (as defined below) (the "Conversion Price") shall be $0.004 50% (the "Lender Conversion Price"). "Conversion Factor") of the lowest Closing Bid Price in the twenty (20) Trading Days immediately preceding the applicable Conversion. 3.2. Lender Conversions. Lender has the right at any time after the Purchase Price Date occurrence of an Event of Default hereunder until the Outstanding Balance has been paid in full, including without limitation (i) until any Optional Prepayment Date (even if Lender has received an Optional Prepayment Notice) or at any time thereafter with respect to any amount that is not prepaid, and (ii) during or after any Fundamental Default Measuring Period, prepaid at its election, to convert (each instance of conversion is referred to herein as a "Lender Conversion") "Conversion") all or any part of the Outstanding Balance (other than any amounts due for Subsequent Tranches or for any Conversion Shares that have already been converted) into shares ("Lender Conversion ("Conversion Shares") of fully paid and non-assessable common stock, $0.00001 $0.001 par value per share ("Common Stock"), of Borrower as per the following conversion formula: the number of Lender Conversion Shares equals the amount being converted (the "Conversion Amount") divided by the Lender Conversion Price. Conversion notices in the form attached hereto as Exhibit A (each, a "Lender Conversion "Conversion Notice") may be effectively delivered to Borrower by any method of Lender's choice (including but not limited to facsimile, email, mail, overnight courier, or personal delivery), and all Lender Conversions shall be cashless and not require further payment from Lender. Borrower shall deliver the Lender Conversion Shares from any Lender Conversion to Lender in accordance with Section 9 below within three (3) Trading Days of Lender's delivery of the Lender Conversion Notice to Borrower. below. 3.3. Application to Installments. Outstanding Balance. Notwithstanding anything to the contrary herein, including herein and for the avoidance of doubt, any Conversion Amount from any Conversion for which Lender receives Conversion Shares shall be applied towards and shall reduce the Outstanding Balance, without limitation Section 8 hereof, the need for Lender may, in its sole discretion, apply all or to provide any portion of any Lender Conversion toward any Installment Conversion (as defined below), even if separate notice regarding such Installment Conversion is pending, as determined in Lender's sole discretion, by delivering written notice of such election (which notice may be included as part application of the applicable Lender Conversion Notice) to Borrower at any date on or prior to the applicable Installment Date. In such event, Borrower may not elect to allocate such portion of the Installment Amount being paid pursuant to this Section 3.3 in the manner prescribed in Section 8.3; rather, Borrower must reduce the applicable Installment Amount by the Conversion Amount described in this Section 3.3. Amount. View More
Security. This Note is secured by that certain Security Agreement of even date herewith, as the same may be amended from time to time (the "Security Agreement"), executed by Borrower in favor of Lender encumbering the Investor Trust Deed Notes, all of Borrower's assets, as more specifically set forth in the Security Agreement, all the terms and conditions of which are hereby incorporated into and made a part of this Note. 2 3. Lender Optional Conversion. 3.1. Lender Conversion Price. Subject to adjustment... as set forth in this Note, the conversion price for each Lender Conversion (as defined below) shall be $0.004 (the "Lender Conversion Price"). 3.2. Lender Conversions. Lender has the right at any time after the Purchase Price Date until the Outstanding Balance has been paid in full, including without limitation (i) (a) until any Optional Prepayment Date (even if Lender has received an Optional Prepayment Notice) or at any time thereafter with respect to any amount that is not prepaid, and (ii) (b) during or after any Fundamental Default Measuring Period, at its election, to convert (each instance of conversion is referred to herein as a "Lender Conversion") all or any part of the Outstanding Balance into shares ("Lender Conversion Shares") of fully paid and non-assessable common stock, $0.00001 $0.0001 par value per share ("Common Stock"), of Borrower as per the following conversion formula: the number of Lender Conversion Shares equals the amount being converted (the "Conversion Amount") divided by the Lender Conversion Price. Price (as defined below). Conversion notices in the form attached hereto as Exhibit A (each, a "Lender Conversion Notice") may be effectively delivered to Borrower by any method of Lender's choice (including but not limited to facsimile, email, mail, overnight courier, or personal delivery), and all Lender Conversions shall be cashless and not require further payment from Lender. Borrower shall deliver the Lender Conversion Shares from any Lender Conversion to Lender in accordance with Section 9 below within three (3) Trading Days of Lender's delivery of the below. 3.2. Lender Conversion Notice Price. Subject to Borrower. 3.3. Application adjustment as set forth in this Note, the price at which Lender has the right to Installments. Notwithstanding anything to the contrary herein, including without limitation Section 8 hereof, Lender may, in its sole discretion, apply convert all or any portion of the Outstanding Balance into Common Stock is $1.70 per share of Common Stock (the "Lender Conversion Price"). However, in the event the Market Capitalization falls below the Minimum Market Capitalization at any time, then in such event (a) the Lender Conversion toward any Installment Conversion (as defined below), even if such Installment Conversion is pending, as determined in Lender's sole discretion, by delivering written notice Price for all Lender Conversions occurring after the first date of such election (which notice may be included as part occurrence shall equal the lower of the applicable Lender Conversion Notice) Price and the Market Price as of any applicable date of Conversion, and (b) the true-up provisions of Section 11 below shall apply to Borrower at any all Lender Conversions that occur after the first date on or prior the Market Capitalization falls below the Minimum Market Capitalization provided that all references to the applicable Installment Date. In such event, Borrower may not elect "Redemption Notice" in Section 11 shall be replaced with references to allocate such portion a "Lender Conversion Notice" for purposes of the Installment Amount being paid pursuant to this Section 3.3 in the manner prescribed 3.2, all references to "Redemption Conversion Shares" in Section 8.3; rather, Borrower must reduce the applicable Installment Amount by the 11 shall be replaced with references to "Lender Conversion Amount described in Shares" for purposes of this Section 3.3. 3.2, and all references to the "Redemption Conversion Price" in Section 11 shall be replaced with references to the "Lender Conversion Price" for purposes of this Section 3.2. View More
Security. This Note is secured by that certain Security Agreement of even date herewith, as the same may be amended from time to time (the "Security Agreement"), executed by Borrower in favor of Lender encumbering the Secured Investor Trust Deed Note and the Investor Notes, as more specifically set forth in the Security Agreement, all the terms and conditions of which are hereby incorporated into and made a part of this Note. 2 3. Lender Optional Conversion. 3.1. Lender Conversion Price. Subject to adjust...ment as set forth in this Note, the conversion price for each Lender Conversion (as defined below) shall be $0.004 $0.30 (the "Lender Conversion Price"). However, in the event the Market Capitalization falls below $3,000,000.00 at any time, then in such event (a) the Lender Conversion Price for all Lender Conversions occurring after the first date of such occurrence shall equal the lower of the Lender Conversion Price and the Market Price as of any applicable date of Conversion, and (b) the true-up provisions of Section 11 below shall apply to all Lender Conversions that occur after the first date the Market Capitalization falls below $3,000,000.00, provided that all references to the "Redemption Notice" in Section 11 shall be replaced with references to a "Lender Conversion Notice" for purposes of this Section 3.1, all references to "Redemption Conversion Shares" in Section 11 shall be replaced with references to "Lender Conversion Shares" for purposes of this Section 3.1, and all references to the "Redemption Conversion Price" in Section 11 shall be replaced with references to the "Lender Conversion Price" for purposes of this Section 3.1. 3.2. Lender Conversions. Lender has the right at any time after the Purchase Price Date date that is six (6) months from the date hereof until the Outstanding Balance has been paid in full, including without limitation (i) (a) until any Optional Prepayment Date (even if Lender has received an Optional Prepayment Notice) or at any time thereafter with respect to any amount that is not prepaid, and (ii) (b) during or after any Fundamental Default Measuring Period, at its election, to convert (each instance of conversion is referred to herein as a "Lender Conversion") all or any part of the Outstanding Balance into shares ("Lender Conversion Shares") of fully paid and non-assessable common stock, $0.00001 $0.001 par value per share ("Common Stock"), of Borrower as per the following conversion formula: the number of Lender Conversion Shares equals the amount being converted (the "Conversion Amount") divided by the Lender Conversion Price. Conversion notices in the form attached hereto as Exhibit A (each, a "Lender Conversion Notice") may be effectively delivered to Borrower by any method of Lender's choice (including but not limited to facsimile, email, mail, overnight courier, or personal delivery), and all Lender Conversions shall be cashless and not require further payment from Lender. Borrower shall deliver the Lender Conversion Shares from any Lender Conversion to Lender in accordance with Section 9 below within three (3) Trading Days of Lender's delivery of the Lender Conversion Notice to Borrower. 3.3. Application to Installments. Notwithstanding anything to the contrary herein, including without limitation Section 8 hereof, Lender may, in its sole discretion, apply all or any portion of any Lender Conversion toward any Installment Conversion (as defined below), even if such Installment Conversion is pending, as determined in Lender's sole discretion, by delivering written notice of such election (which notice may be included as part of the applicable Lender Conversion Notice) to Borrower at any date on or prior to the applicable Installment Date. In such event, Borrower may not elect to allocate such portion of the Installment Amount being paid pursuant to this Section 3.3 in the manner prescribed in Section 8.3; rather, Borrower must reduce the applicable Installment Amount by the Conversion Amount described in this Section 3.3. below. View More
Security. This Note is secured by by: (a) that certain Security Agreement of even date herewith, herewith by and between Borrower and Lender, as the same may be amended from time to time (the "Security Agreement"), executed by whereby Borrower granted a security interest in all of its assets in favor of Lender encumbering to secure the Investor Trust Deed Notes, performance of its obligations under this Note, as more specifically set forth in the Security Agreement, all the terms and conditions of which a...re hereby incorporated into and made a part of this Note. 2 Note; and (b) that certain Pledge Agreement of even date herewith by and between Borrower and Lender, as the same may be amended from time to time (the "Pledge Agreement"), whereby Borrower pledged all of its right, title and interest in and to the Sino-Top Interest to secure the performance of its obligations under this Note, as more specifically set forth in the Pledge Agreement, all the terms and conditions of which are hereby incorporated into and made a part of this Note 3. Lender Optional Conversion. 3.1. Lender Conversion Price. Subject to adjustment as set forth in this Note, the conversion price for each Lender Conversion (as defined below) shall be $0.004 $0.015 (the "Lender Conversion Price"). However, in the event the Market Capitalization falls below $4,000,000.00 at any time, then in such event (a) the Lender Conversion Price for all Lender Conversions occurring after the first date of such occurrence shall equal the lower of the Lender Conversion Price and the Market Price as of any applicable date of Conversion, and (b) the true-up provisions of Section 11 below shall apply to all Lender Conversions that occur after the first date the Market Capitalization falls below $4,000,000.00 provided that all references to the "Installment Notice" in Section 11 shall be replaced with references to a "Lender Conversion Notice" for purposes of this Section 3.1, all references to "Installment Conversion Shares" in Section 11 shall be replaced with references to "Lender Conversion Shares" for purposes of this Section 3.1, and all references to the "Installment Conversion Price" in Section 11 shall be replaced with references to the "Lender Conversion Price" for purposes of this Section 3.1. 3.2. Lender Conversions. Lender has the right at any time after the six (6) month anniversary of the Purchase Price Date until the Outstanding Balance has been paid in full, including without limitation (i) until any Optional Prepayment Date (even if Lender has received an Optional Prepayment Notice) or at any time thereafter with respect to any amount that is not prepaid, and (ii) during or after any Fundamental Default Measuring Period, at its election, to convert (each instance of conversion is referred to herein as a "Lender Conversion") all or any part of the Outstanding Balance into shares ("Lender Conversion Shares") of fully paid and non-assessable common stock, $0.00001 $0.0001 par value per share ("Common Stock"), of Borrower as per the following conversion formula: the number of Lender Conversion Shares equals the amount being converted (the "Conversion Amount") divided by the Lender Conversion Price. Conversion notices in the form attached hereto as Exhibit A (each, a "Lender Conversion Notice") may be effectively delivered to Borrower by any method of Lender's choice (including but not limited to facsimile, email, mail, overnight courier, or personal delivery), and all Lender Conversions shall be cashless and not require further payment from Lender. Borrower shall deliver the Lender Conversion Shares from any Lender Conversion to Lender in accordance with Section 9 below within three (3) Trading Days of Lender's delivery of the Lender Conversion Notice to Borrower. below. 3.3. Application to Installments. Notwithstanding anything to the contrary herein, including without limitation Section 8 hereof, Lender may, in its sole discretion, apply all or any portion of any Lender Conversion toward any Installment Conversion (as defined below), even if such Installment Conversion is pending, as determined in Lender's sole discretion, by delivering written notice of such election (which notice may be included as part of the applicable Lender Conversion Notice) to Borrower at any date on or prior to the applicable Installment Date. In such event, Borrower may not elect to allocate such portion of the Installment Amount being paid pursuant to this Section 3.3 in the manner prescribed in Section 8.3; rather, Borrower must reduce the applicable Installment Amount by the Conversion Amount described in this Section 3.3. View More
Security. This Note is secured by that certain Security Agreement of even date herewith, as the same may be amended from time to time (the "Security Agreement"), executed by Borrower in favor of Lender encumbering the Investor Trust Deed Notes, as more specifically set forth in the Security Agreement, all the terms and conditions of which are hereby incorporated into and made a part of this Note. 2 unsecured. 1 3. Lender Optional Conversion. 3.1. Lender Conversion Price. Subject to adjustment as set forth... in this Note, the conversion price for each Lender Conversion (as defined below) shall be $0.004 $0.10 (the "Lender Conversion Price"). However, in the event the Market Capitalization falls below $5,000,000.00 at any time, then in such event (i) the Lender Conversion Price for all Lender Conversions occurring after the first date of such occurrence shall equal the lower of the Lender Conversion Price and the Market Price as of any applicable date of Conversion, and (ii) the true-up provisions of Section 11 below shall apply to all Lender Conversions that occur after the first date the Market Capitalization falls below $5,000,000.00, provided that all references to the "Installment Notice" in Section 11 shall be replaced with references to a "Lender Conversion Notice" for purposes of this Section 3.1, all references to "Installment Conversion Shares" in Section 11 shall be replaced with references to "Lender Conversion Shares" for purposes of this Section 3.1, and all references to the "Installment Conversion Price" in Section 11 shall be replaced with references to the "Lender Conversion Price" for purposes of this Section 3.1. 3.2. Lender Conversions. Lender has the right at any time after the Purchase Price Date until the Outstanding Balance has been paid in full, including without limitation (i) until any Optional Prepayment Date (even if Lender has received an Optional Prepayment Notice) or at any time thereafter with respect to any amount that is not prepaid, and (ii) during or after any Fundamental Default Measuring Period, at its election, to convert (each instance of conversion is referred to herein as a "Lender Conversion") all or any part of the Outstanding Balance into shares ("Lender Conversion Shares") of fully paid and non-assessable common stock, $0.00001 $0.001 par value per share ("Common Stock"), of Borrower as per the following conversion formula: the number of Lender Conversion Shares equals the amount being converted (the "Conversion Amount") divided by the Lender Conversion Price. Conversion notices in the form attached hereto as Exhibit A (each, a "Lender Conversion Notice") may be effectively delivered to Borrower by any method of Lender's choice (including but not limited to facsimile, email, mail, overnight courier, or personal delivery), and all Lender Conversions shall be cashless and not require further payment from Lender. Borrower shall deliver the Lender Conversion Shares from any Lender Conversion to Lender in accordance with Section 9 below within three (3) Trading Days of Lender's delivery of the Lender Conversion Notice to Borrower. below. 3.3. Application to Installments. Notwithstanding anything to the contrary herein, including without limitation Section 8 hereof, Lender may, in its sole discretion, apply all or any portion of any Lender Conversion toward any Installment Conversion (as defined below), even if such Installment Conversion is pending, as determined in Lender's sole discretion, by delivering written notice of such election (which notice may be included as part of the applicable Lender Conversion Notice) to Borrower at any date on or prior to the applicable Installment Date. In such event, Borrower may not elect to allocate such portion of the Installment Amount being paid pursuant to this Section 3.3 in the manner prescribed in Section 8.3; rather, Borrower must reduce the applicable Installment Amount by the Conversion Amount described in this Section 3.3. View More
