Common use of Status as Stockholder Clause in Contracts

Status as Stockholder. Upon submission of a Notice of Conversion by a --------------------- Holder and the occurrence of the Conversion Date with respect thereto, or upon the Effective Time of the Mandatory Conversion, the shares covered thereby shall be deemed converted into shares of Common Stock and the Holder's rights as a Holder of such converted shares of Series B Preferred Stock shall cease and terminate, excepting only the right to receive certificates for such shares of Common Stock and to any remedies provided herein or otherwise available at law or in equity to such Holder because of a failure by the Company to comply with the terms of this Certificate of Designations. Notwithstanding the foregoing, if a Holder has not received certificates for all shares of Common Stock prior to the second (2nd) Business Day after the expiration of the Delivery Period with respect to a Notice of Conversion of Series B Preferred Stock for any reason, or prior to the second (2nd) Business Day after the Effective Time of the Mandatory Conversion Notice in the case of a Mandatory Conversion at the Company's Election or on or prior to the second (2nd) Business Day after the Maturity Date, then (unless the Holder otherwise elects to retain its status as a holder of Common Stock) the Holder shall regain the rights of a holder of Series B Preferred Stock with respect to such unconverted shares of Series B Preferred Stock and in the case of a Holder's Notice of Conversion the Company shall, as soon as practicable, return such unconverted shares to the Holder. In all cases, the Holder shall retain all of its rights and remedies (including, without limitation, (1) the right to receive Conversion Default Payments pursuant to

Status as Stockholder. Upon submission of a Notice of Conversion by a --------------------- Holder and the occurrence of the Conversion Date with respect theretoHolder, or upon the Effective Time of the Mandatory Conversion, (i) the shares covered thereby (other than the shares, if any, which cannot be issued because their issuance would exceed such Holders allocated portion of the Reserved Amount or Maximum Share Amount) shall be deemed converted into shares of Common Stock and (ii) the Holder's rights as a Holder of such converted shares portion of Series B Preferred Stock this Debenture shall cease and terminate, excepting only the right to receive certificates for such shares of Common Stock and to any remedies provided herein or otherwise available at law or in equity to such Holder because of a failure by the Company Borrower to comply with the terms of this Certificate of DesignationsDebenture. Notwithstanding the foregoing, if a Holder has not received certificates for all shares of Common Stock prior to the second tenth (2nd10th) Business Day business day after the expiration of the Delivery Period Deadline with respect to a Notice conversion of Conversion any portion of Series B Preferred Stock this Debenture for any reason, or prior to the second (2nd) Business Day after the Effective Time of the Mandatory Conversion Notice in the case of a Mandatory Conversion at the Company's Election or on or prior to the second (2nd) Business Day after the Maturity Date, then (unless the Holder otherwise elects to retain its status as a holder of Common StockStock by so notifying the Borrower) the Holder shall regain the rights of a holder Holder of Series B Preferred Stock this Debenture with respect to such unconverted shares portions of Series B Preferred Stock this Debenture and in the case of a Holder's Notice of Conversion the Company Borrower shall, as soon as practicable, return such unconverted shares Debenture to the HolderHolder or, lithe Debenture has not been surrendered, adjust its records to reflect that such portion of this Debenture has not been converted. In all cases, the Holder shall retain all of its rights and remedies (including, without limitation, (1i) the right to receive Conversion Default Payments pursuant toto Section 1.3 to the extent required thereby for such Conversion Default and any subsequent Conversion Default and (ii) the right to have the Conversion Price with respect to subsequent conversions determined in accordance with Section 1.3) for the Borrower's failure to convert this Debenture.

Status as Stockholder. Upon submission of a Notice of Conversion by a --------------------- Holder and the occurrence of the Conversion Date with respect theretoHolder, or upon the Effective Time of the Mandatory Conversion, (i) the shares covered thereby (other than the shares, if any, which cannot be issued because their issuance would exceed such Holder's allocated portion of the Reserved Amount or Maximum Share Amount) shall be deemed converted into shares of Common Stock and (ii) the Holder's rights as a Holder of such converted shares portion of Series B Preferred Stock this Debenture shall cease and terminate, excepting only the right to receive certificates for such shares of Common Stock and to any remedies provided herein or otherwise available at law or in equity to such Holder because of a failure by the Company Borrower to comply with the terms of this Certificate of DesignationsDebenture. Notwithstanding the foregoing, if a Holder has not received certificates for all shares of Common Stock prior to the second tenth (2nd10th) Business Day business day after the expiration of the Delivery Period Deadline with respect to a Notice conversion of Conversion any portion of Series B Preferred Stock this Debenture for any reason, or prior to the second (2nd) Business Day after the Effective Time of the Mandatory Conversion Notice in the case of a Mandatory Conversion at the Company's Election or on or prior to the second (2nd) Business Day after the Maturity Date, then (unless the Holder otherwise elects to retain its status as a holder of Common StockStock by so notifying the Borrower) the Holder shall regain the rights of a holder Holder of Series B Preferred Stock this Debenture with respect to such unconverted shares portions of Series B Preferred Stock this Debenture and in the case of a Holder's Notice of Conversion the Company Borrower shall, as soon as practicable, return such unconverted shares Debenture to the HolderHolder or, if the Debenture has not been surrendered, adjust its records to reflect that such portion of this Debenture has not been converted. In all cases, the Holder shall retain all of its rights and remedies (including, without limitation, (1i) the right to receive Conversion Default Payments pursuant toto Section 1.3 to the extent required thereby for such Conversion Default and any subsequent Conversion Default and (ii) the right to have the Conversion Price with respect to subsequent conversions determined in accordance with Section 1.3) for the Borrower's failure to convert this Debenture.

Status as Stockholder. Upon submission of a Notice of Conversion by a --------------------- Holder and the occurrence of the Conversion Date with respect thereto, or upon the Effective Time of the Mandatory Conversion, the shares covered thereby shall be deemed converted into shares of Common Stock and the Holder's rights as a Holder of such converted shares of Series B A Preferred Stock shall cease and terminate, excepting only the right to receive certificates for such shares of Common Stock and to any remedies provided herein or otherwise available at law or in equity to such Holder because of a failure by the Company to comply with the terms of this Certificate of Designations. Notwithstanding the foregoing, if a Holder has not received certificates for all shares of Common Stock prior to the second (2nd) Business Day after the expiration of the Delivery Period with respect to a Notice of Conversion of Series B A Preferred Stock for any reason, or prior to the second (2nd) Business Day after the Effective Time of the Mandatory Conversion Notice in the case of a Mandatory Conversion at the Company's Election or on or prior to the second (2nd) Business Day after the Maturity Date, then (unless the Holder otherwise elects to retain its status as a holder of Common Stock) the Holder shall regain the rights of a holder of Series B A Preferred Stock with respect to such unconverted shares of Series B A Preferred Stock and in the case of a Holder's Notice of Conversion the Company shall, as soon as practicable, return such unconverted shares to the Holder. In all cases, the Holder shall retain all of its rights and remedies (including, without limitation, (1) the right to receive Conversion Default Payments pursuant toto Section V.A to the extent required thereby for such Conversion Default and any subsequent Conversion Default and (2) the right with respect to conversions in accordance with Section XII.F, to the extent applicable) for the Company's failure to convert Series A Preferred Stock. Upon receipt of the aggregate Redemption Payment for the shares of Series A Preferred Stock covered by a Redemption Notice, the shares covered thereby shall be redeemed and the Holder's rights as a Holder of such redeemed shares shall cease and terminate.