EFFECTIVE CONVERSION PRICE

EFFECTIVE CONVERSION PRICE. Means, on any date, the product of (x) the price per share of Common Stock at which the Company's Series A Preferred Stock converts into shares of Common Stock pursuant to the terms of the Company's certificate of incorporation in effect on such date, TIMES (y) a fraction, the numerator of which is the "Liquidation Value" of a share of Series A Preferred Stock at its issuance pursuant to the terms of the Company's certificate of incorporation in effect on such date, and the denominator of which... is the "Liquidation Value" of a share of Series A Preferred Stock (together with the amount of all unpaid "Accumulated Dividends" on such share as of such date) determined pursuant to the terms of the Company's certificate of incorporation in effect on such date; IT BEING UNDERSTOOD that any determination of "Effective Conversion Price" in connection with a Change of Control will be made after giving effect to any acceleration of dividends on the Series A Preferred Stock under the terms of the Company's certificate of incorporation as a result of such Change of Control. View More