Common use of Notice of Mandatory Conversion Clause in Contracts

Notice of Mandatory Conversion. Within five (5) Business Days after the date on which this Note converts into shares of Preferred Stock pursuant to Section 5.1 (the "Mandatory Conversion Date"), the Company shall mail a notice of conversion by first class mail, postage prepaid, to the Holder, addressed to the Holder at its last address shown on the books of the Company. This Note shall be converted automatically and without any further action by the Holder hereof on the Mandatory Conversion Date, whether or not this Note is surrendered to the Company. The Company shall be obligated to issue (i) certificates evidencing the shares of Preferred Stock issuable upon such conversion, and, (ii) as provided in Section 7 hereof, a check or cash in respect of any fractional shares of Preferred Stock issuable upon such conversion and, in accordance with Section 13(a), all accrued but unpaid interest on the outstanding principal amount of the Note being converted, but not until three (3) days after this Note is either delivered to the Company or the Holder notifies the Company that this Note has been lost, stolen or destroyed and provides to the Company an Indemnity in respect thereto. Anything to the contrary in this Section 5.2 notwithstanding, the Company, at its option, may elect to pay the interest accrued on the principal amount of this Note by issuing PIK Interest Shares, with the number of PIK Interest Shares to be issued to be calculated by dividing the amount of interest accrued on the principal amount of this Note on the Mandatory Conversion Date by the Note Conversion Price then in effect.

Notice of Mandatory Conversion. Within five (5) Business Days after the date on which this Note converts into shares of Preferred Stock pursuant to and is then converted into shares of Common Stock as described in Section 5.1 (the "Mandatory Conversion Date"), the Company shall mail a notice of conversion by first class mail, postage prepaid, to the Holder, addressed to the Holder at its last address shown on the books of the Company. This Notwithstanding any provision of this Note or any other document or instrument to the contrary, this Note (and, in accordance with the provisions of this Section 5.2, the shares of Preferred Stock issuable upon conversion of this Note) shall be converted automatically and without any further action by the Holder hereof on the Mandatory Conversion Date, whether or not this Note is or any other certificates, documents or instruments are surrendered to the CompanyCompany by the Holder. On the Mandatory Conversion Date, the Company shall make entries on the stock book of the Company reflecting the conversion of the Note into the shares of Preferred Stock and the conversion of the shares of Preferred Stock into Common Stock. The Company shall be obligated to issue (i) certificates evidencing the shares of Preferred Common Stock issuable upon such conversionconversion of the Preferred Stock, and, (ii) as provided in Section 7 hereof, a check or cash in respect of any fractional shares of Preferred Common Stock issuable upon such conversion andconversion, in accordance with Section 13(a), all accrued but unpaid interest on the outstanding principal amount of the Note being converted, but not until within three (3) days after the Mandatory Conversion Date. Within seven (7) days after the Mandatory Conversion Date the Holder shall either deliver this Note is either delivered to the Company Company, or the Holder notifies notify the Company that this Note has been lost, stolen or destroyed and provides provide to the Company an Indemnity in respect thereto. Anything to the contrary in this Section 5.2 notwithstanding, the Company, at its option, may elect to pay the interest accrued on the principal amount of this Note by issuing PIK Interest Shares, with the number of PIK Interest Shares to be issued to be calculated by dividing the amount of interest accrued on the principal amount of this Note on the Mandatory Conversion Date by the Note Conversion Price then in effect.