Common use of Conversion Following a Record Date Clause in Contracts

Conversion Following a Record Date. If a Conversion Date for any shares of Convertible Preferred Stock is prior to the close of business on a Dividend Record Date for any declared dividend for the then-current Dividend Period, the Holder of such shares will not be entitled to any such dividend. If the Conversion Date for any shares of Convertible Preferred Stock is after the close of business on a Dividend Record Date for any declared dividend for the then-current Dividend Period, but prior to the corresponding Dividend Payment Date, the Holder of such shares shall be entitled to receive such dividend, notwithstanding the conversion of such shares prior to the Dividend Payment Date. However, such shares, upon surrender for conversion, must be accompanied by (i) cash or (ii) additional shares of Convertible Preferred Stock with an aggregate Liquidation Preference equal to the dividend on such shares; provided that no such payment need be made if a conversion is made in connection with a Make-Whole Fundamental Change in accordance with the terms hereof.

Conversion Following a Record Date. If a Conversion Date for any shares of Convertible Series B Preferred Stock is prior to the close of business on a Dividend Record Date for any declared dividend for the then-current Dividend Period, the Holder of such shares will not be entitled to any such dividend. If the Conversion Date for any shares of Convertible Series B Preferred Stock is after the close of business on a Dividend Record Date for any declared dividend for the then-current Dividend Period, but prior to the corresponding Dividend Payment Date, the Holder of such shares shall be entitled to receive such dividend, notwithstanding the conversion of such shares prior to the Dividend Payment Date. However, such shares, upon surrender for conversion, must be accompanied by (i) cash or (ii) additional shares of Convertible Preferred Stock with an aggregate Liquidation Preference funds equal to the dividend on such shares; provided that no such payment need be made (i) if the Company has issued a notice of a Sale Transaction during the then-current Dividend Period, or (ii) if the Company has issued a notice of conversion is made in connection with a Make-Whole Fundamental Change in accordance with at its option of the terms hereofSeries B Preferred Stock.

Conversion Following a Record Date. If a Conversion Date for any shares of Convertible Series C Preferred Stock is prior to the close of business on a Dividend Record Date for any declared dividend for the then-current Dividend Period, the Holder of such shares will not be entitled to any such dividend. If the Conversion Date for any shares of Convertible Series C Preferred Stock is after the close of business on a Dividend Record Date for any declared dividend for the then-current Dividend Period, but prior to the corresponding Dividend Payment Date, the Holder of such shares shall be entitled to receive such dividenddividend on the Dividend Payment Date, notwithstanding the conversion of such shares prior to the Dividend Payment Date. However, such sharesshares of Series C Preferred, upon surrender for conversion, must be accompanied by (i) cash or (ii) additional shares of Convertible Preferred Stock with an aggregate Liquidation Preference funds equal to the dividend payable with respect to such shares of Series C Preferred on such sharesDividend Payment Date; provided that no such payment need be made (i) if the Corporation has issued a conversion is made in connection with notice of a MakeSale Transaction during the then-Whole Fundamental Change in accordance with current Dividend Period or (ii) if the terms hereofCorporation has issued a Notice of Conversion at the Option of the Corporation.