Common use of Issuance of Shares on Conversion Clause in Contracts

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security or Securities so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company into which such Security or Securities may be converted in accordance with the provisions of this Article 11. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security or Securities as a Securityholder shall cease at such time and, subject to the following provisions of this paragraph, the person or persons entitled to receive the shares of common stock upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person or persons entitled to receive the shares of common stock upon such conversion as the record holder or holders of such shares of common stock on such date, but such surrender shall be effective to constitute the person or persons entitled to receive such shares of common stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion of any Security which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of authorized denominations in principal amount equal to the unconverted portion of such Security.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities of any series for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security or Securities so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company or Securities of another series of the Company into which such Security or Securities may be converted in accordance with the provisions of this Article 1110. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security or Securities as a Securityholder shall cease at such time and, subject to the following provisions of this paragraph, the person Person or persons Persons entitled to receive the shares of common stock or Securities of another series upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock or Securities of another series at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that with respect to -------- ------- shares of the Company's common stock, no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person Person or persons Persons entitled to receive the shares of common stock upon such conversion as the record holder or holders of such shares of common stock on such date, but such surrender shall be effective to constitute the person Person or persons Persons entitled to receive such shares of common stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion Xxxx Xxxxxxxxxx of any Security of any series which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of such series of authorized denominations in principal amount equal to the unconverted portion of such Security.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security or Securities so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company into which such Security or Securities may be converted in accordance with the provisions of this Article 11. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security or Securities as a Securityholder shall cease at such time and, subject to the following provisions of this paragraph, the person or persons entitled to receive the shares of common stock upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that no -------- ------- such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person or persons entitled to receive the shares of common stock upon such conversion as the record holder or holders of such shares of common stock on such date, but such surrender shall be effective to constitute the person or persons entitled to receive such shares of common stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion of any Security which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of authorized denominations in principal amount equal to the unconverted portion of such Security.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security or Securities so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Stock into which such Security or Securities may be converted in accordance with the provisions of this Article 1110. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security or Securities as a Securityholder shall cease at such time and, subject to the following provisions of this paragraph, the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Stock at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon such conversion as the record holder or holders of such shares of common stock Common Stock on such date, but such surrender shall be effective to constitute the person Person or persons Persons entitled to receive such shares of common stock Common Stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; and provided, further, that in such event such conversion shall be at the conversion price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion of any Security which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of authorized denominations in principal amount equal to the unconverted portion of such Security.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security or Securities so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Stock into which such Security or Securities may be converted in accordance with the provisions of this Article 1110. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security or Securities as a Securityholder shall cease at such time and, subject to the following provisions of this paragraph, the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Stock at such time and such conversion shall be at the conversion price in effect at such time; providedPROVIDED, howeverHOWEVER, that no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon such conversion as the record holder or holders of such shares of common stock Common Stock on such date, but such surrender shall be effective to constitute the person Person or persons Persons entitled to receive such shares of common stock Common Stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; and PROVIDED, FURTHER, that in such event such conversion shall be at the conversion price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion of any Security which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of authorized denominations in principal amount equal to the unconverted portion of such Security.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities for conversion, the Conversion Agent shall notify the Company in writing of the surrender and the Company shall deliver or cause to be delivered at its said the office or agency, to or upon the written order agency of the Holder of the Security or Securities so surrenderedConversion Agent, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Stock into which such Security or Securities may be converted in accordance with the provisions of this Article 11X to, or upon the written order of, the Holder of the Security or Securities so surrendered. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security or Securities as a Securityholder shall cease at such time and, subject to the following provisions of this paragraph, the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Stock at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon such conversion as the record holder or holders of such shares of common stock Common Stock on such date, but such surrender shall be effective to constitute the person Person or persons Persons entitled to receive such shares of common stock Common Stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; and provided, further, that in such event such conversion shall be at the conversion price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion of any Security which is converted in part only, the Company shall execute and the Trustee after receipt of written notice from the Conversion Agent shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of authorized denominations in principal amount equal to the unconverted portion of such Security.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security or Securities so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Shares into which such Security or Securities may be converted in accordance with the provisions of this Article 1110. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security or Securities as a Securityholder shall cease at such time and, subject to the following provisions of this paragraph, the person Person or persons Persons entitled to receive the shares of common stock Common Shares upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Shares at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person Person or persons Persons entitled to receive the shares of common stock Common Shares upon such conversion as the record holder or holders of such shares of common stock Common Shares on such date, but such surrender shall be effective to constitute the person Person or persons Persons entitled to receive such shares of common stock Common Shares as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; and provided, further, that in such event such conversion shall be at the conversion price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion of any Security which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of authorized denominations in principal amount equal to the unconverted portion of such Security.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities Note for conversion, the Company Intersolv shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder holder of the Security or Securities Note so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Intersolv Common Stock into which such Security or Securities Note may be converted in accordance with the provisions of this Article 11. X. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities Note shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executedthereof, so that the rights of the Holder holder of such Security or Securities as a Securityholder Note shall cease at such time and, subject to the following provisions of this paragraphSection, the person or persons entitled to receive the shares of common stock Intersolv Common Stock upon conversion of such Security or Securities Note shall be treated for all purposes as having become the record holder or holders of such shares of common stock Intersolv Common Stock at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that no such surrender on any date when the stock transfer books of the Company Intersolv shall be closed shall be effective to constitute the person or persons entitled to receive the shares of common stock Intersolv Common Stock upon such conversion as the record holder or holders of such shares of common stock Intersolv Common Stock on such date, but such surrender shall be effective to constitute the person or persons entitled to receive such shares of common stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price in effect on the date that such Security or Securities Note shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company Intersolv had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion conversion of any Security Note which is converted in part only, the Company and Intersolv shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder holder thereof, at the expense of the CompanyIntersolv, a new Security or Securities of authorized denominations Note in principal amount equal to the unconverted portion of such SecurityNote.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security Debenture or Securities Debentures for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security Debenture or Securities Debentures so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Stock into which such Security Debenture or Securities Debentures may be converted in accordance with the provisions of this Article 11XIII. Such conversion shall be deemed to have been made as of the close of business on the date that such Security Debenture or Securities Debentures shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security Debenture or Securities Debentures as a Securityholder Debentureholder shall cease at such time and, subject to the following provisions of this paragraph, the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon conversion of such Security Debenture or Securities Debentures shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Stock at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon such conversion as the record holder or holders of such shares of common stock Common Stock on such date, but such surrender shall be effective to constitute the person Person or persons Persons entitled to receive such shares of common stock Common Stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price in effect on the date that such Security Debenture or Securities Debentures shall have been surrendered for conversion by delivery thereofconversion, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion conversion of any Security Debenture which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security Debenture or Securities Debentures of authorized denominations in principal amount equal to the unconverted portion of such SecurityDebenture.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security the Note or Securities portion of the Note for conversionconver- sion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security or Securities so surrenderedyou, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Stock into which such Security Note or Securities portion of the Note may be converted in accordance with the provisions of this Article 11Section 14. Such conversion conver- sion shall be deemed to have been made as of the close of business busi- ness on the date that such Security Note or Securities portion of the Note shall have been surrendered for conversion by delivery thereof with a written notice of conversion conver- sion duly executed, so that your rights under the rights of the Holder of such Security or Securities as a Securityholder Note shall cease at such time and, subject to the following provisions of this paragraph, the person or persons entitled to receive the shares of common stock upon conversion of such Security or Securities you shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Stock at such time and such conversion shall be at the conversion price Conversion Price in effect at such time; provided, however, that no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to cause your rights under the Note to cease or to constitute the person or persons entitled to receive the shares of common stock upon such conversion you as the record holder or holders of such shares of common stock Common Stock on such date, but such surrender shall be effective to cause your rights under the Note to cease and to constitute the person or persons entitled to receive such shares of common stock you as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price Conversion Price in effect on the date that such Security the Note or Securities portion of the Note being converted shall have been surrendered for conversion by delivery thereofconversion, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books Upon conversion of the Company shall be closed. Upon Conversion of any Security which is converted Note in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of authorized denominations Note in principal prin- cipal amount equal to the unconverted portion of such SecurityNote.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, surrender as herein provided, provided of any Security or Securities for conversion, the Company Issuer shall deliver or cause to be delivered at its said office or agency, agency to or upon the written order of the Holder of the Security or Securities so surrendered, certificates representing either, as requested by the Holder, the number of duly authorized, validly issued, fully paid and nonassessable shares of common stock of the Company Common Shares into which such Security or Securities may be converted in accordance with the provisions of this Article 11Eleven or an ADR evidencing ADSs which represents such number of Common Shares (such Common Shares or ADSs being referred to in this Article Eleven as the "Conversion Shares"). Prior to delivery of such Conversion Shares upon conversion of a Security at the option of a Holder, the Issuer shall require a written notice, which shall be substantially in the Form of Election to Convert as provided for in Section 2.15, to be delivered to its office or agency from the Holder of the Security or Securities so surrendered stating that the Holder irrevocably elects to convert such Security or Securities for Common Shares or ADSs, as specified in such notice. Such conversion notice once given shall be irrevocable and may not be withdrawn without the consent in writing of the Issuer. The Issuer or any Conversion Agent on its behalf, may reject any incomplete or incorrect conversion notice. All costs and expenses incurred or caused by an incomplete or incorrect notice shall be for the account of the relevant Holder. If the Holder is electing to receive ADSs upon such conversion, such notice shall also state the name or names (with address or addresses) in which the ADR evidencing such ADSs are to be issued. Such conversion shall be deemed to have been made as of at the close of business on the date that such Security or Securities shall have been surrendered for conversion and such notice shall have been received by delivery thereof with a written notice of conversion duly executedthe Issuer, so that and the rights of the Holder of such Security or Securities as a Securityholder Holder shall cease at such time and, subject to the following provisions of this paragraph, the time. The person or persons entitled to receive the shares of common stock Conversion Shares upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock Conversion Shares at such time and such conversion shall be at the conversion price Conversion Price for such series of Securities in effect at such time; provided, however, in the case of a Holder electing to receive ADSs upon such conversion, that no such surrender on any date when the stock transfer books of the Company Common Share Depositary shall be closed shall be effective to constitute the person or persons entitled to receive the shares of common stock such ADSs upon such conversion as the record holder or holders of such shares of common stock ADSs on such date, but such surrender shall be effective to constitute the person or persons entitled to receive such shares of common stock ADSs as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price Conversion Price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereofconversion, as if the stock transfer books of the Company Common Share Depositary had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion conversion of any Security which is converted in part only, the Company Issuer shall execute and the Trustee shall authenticate and deliver make available for delivery to or on the order of the Holder holder thereof, at the expense of the CompanyIssuer, a new Security or Securities Security of authorized denominations in a principal amount equal to the unconverted portion of such Security.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security Debenture or Securities Debentures for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security Debenture or Securities Debentures so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Stock into which such Security Debenture or Securities Debentures may be converted in accordance with the provisions of this Article 11XIII. Such conversion shall be deemed to have been made as of the close of business on the date that such Security Debenture or Securities Debentures shall have been surrendered for conversion by delivery thereof in proper form with a written notice of conversion duly executed, so that the rights of the Holder of such Security Debenture or Securities Debentures as a Securityholder Debentureholder shall cease at such time and, subject to the following provisions of this paragraph, the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon conversion of such Security Debenture or Securities Debentures shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Stock at such time and such conversion shall be at the conversion price in effect at such time; providedPROVIDED, howeverHOWEVER, that no such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon such conversion as the record holder or holders of such shares of common stock Common Stock on such date, but such surrender shall be effective to constitute the person Person or persons Persons entitled to receive such shares of common stock Common Stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price in effect on the date that such Security Debenture or Securities Debentures shall have been surrendered for conversion by delivery thereofconversion, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion conversion of any Security Debenture which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security Debenture or Securities Debentures of authorized denominations in principal amount equal to the unconverted portion of such SecurityDebenture.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities shares of the Series G Preferred Stock for conversion, the Company Corporation shall deliver or cause to be delivered at its said to the office or agencyof the transfer agent for the Series G Preferred Stock, to or upon the written order of the Holder holder of the Security or Securities such shares so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Stock into which such Security or Securities shares may be converted in accordance with the provisions of this Article 11Section 5, together with a cash adjustment for any fraction of a share, as hereinafter provided. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shares shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder holder of such Security or Securities shares as a Securityholder holder of Series G Preferred Stock shall cease at such time and, subject to the following provisions of this paragraphSection, the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon conversion of such Security or Securities shares shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Stock at such time and such conversion shall be at the conversion price Conversion Price in effect at such time; providedPROVIDED, howeverHOWEVER, that no such surrender -------- ------- on any date when the stock transfer books of the Company Corporation shall be closed shall be effective to constitute the person or persons Person entitled to receive the shares of common stock Common Stock upon such conversion as the record holder or holders of such shares of common stock Common Stock on such date, but such surrender shall be effective to constitute the person or persons Person entitled to receive such shares of common stock Common Stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; such conversion shall be at the conversion price Conversion Price in effect on the date that such Security or Securities shares of Series G Preferred Stock shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company Corporation had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books Upon conversion of only a portion of the Company shall be closed. Upon Conversion number of any Security which is converted in part onlyshares covered by a certificate representing shares of Series G Preferred Stock surrendered for conversion, the Company Corporation shall execute and the Trustee shall authenticate issue and deliver to or on upon the written order of the Holder thereofholder of the certificate so surrendered for conversion, at the expense of the CompanyCorporation, a new Security or Securities certificate covering the number of authorized denominations in principal amount equal to shares of Series G Preferred Stock representing the unconverted portion of the certificate so surrendered, which new certificate shall entitle in all respects the holder thereof to the rights of Series G Preferred Stock represented thereby to the same extent as if the certificate theretofore covering such Securityunconverted shares had not been surrendered for conversion. All shares of Series G Preferred Stock which shall have been surrendered for conversion as herein provided shall no longer be deemed to be outstanding and all rights with respect to such shares, including the rights, if any, to receive notices and to vote, shall immediately cease and terminate on the Conversion Date, except only the right of the holders thereof to receive shares of Common Stock in exchange therefor. No payment or adjustment to the Conversion Price in respect of dividends on the shares of Common Stock shall be made upon the conversion of any of the shares of Series G Preferred Stock.

Issuance of Shares on Conversion. As promptly as practicable after the surrender, as herein provided, of any Security or Securities for conversion, the Company shall deliver or cause to be delivered at its said office or agency, to or upon the written order of the Holder of the Security or Securities so surrendered, certificates representing the number of fully paid and nonassessable shares of common stock of the Company Common Stock into which such Security or Securities may be converted in accordance with the provisions of this Article 1110. Such conversion shall be deemed to have been made as of the close of business on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof with a written notice of conversion duly executed, so that the rights of the Holder of such Security or Securities as a Securityholder shall cease at such time and, subject to the following provisions of this paragraph, the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon conversion of such Security or Securities shall be treated for all purposes as having become the record holder or holders of such shares of common stock Common Stock at such time and such conversion shall be at the conversion price in effect at such time; provided, however, that no -------- ------- such surrender on any date when the stock transfer books of the Company shall be closed shall be effective to constitute the person Person or persons Persons entitled to receive the shares of common stock Common Stock upon such conversion as the record holder or holders of such shares of common stock Common Stock on such date, but such surrender shall be effective to constitute the person Person or persons Persons entitled to receive such shares of common stock Common Stock as the record holder or holders thereof for all purposes at the close of business on the next succeeding day on which such stock transfer books are open; and provided, further, that in such event such conversion shall be at -------- ------- the conversion price in effect on the date that such Security or Securities shall have been surrendered for conversion by delivery thereof, as if the stock transfer books of the Company had not been closed. The Company shall give or cause to be given to the Trustee written notice whenever the stock transfer books of the Company shall be closed. Upon Conversion of any Security which is converted in part only, the Company shall execute and the Trustee shall authenticate and deliver to or on the order of the Holder thereof, at the expense of the Company, a new Security or Securities of authorized denominations in principal amount equal to the unconverted portion of such Security.