Common use of Automatic Conversions Clause in Contracts

Automatic Conversions. At any time or times, part or all of any holder's shares of Series C Preferred Stock may be converted into Common Shares at the conversion price then in effect, in the manner specified below, and upon delivery by the holder thereof of written notice of conversion to the Corporation at its principal business offices (or at the office of any transfer agent for shares of Series C Preferred Stock or Common Shares) specifying the number of such shares to be converted, accompanied by the certificate or certificates for the shares to be converted, duly endorsed in blank or accompanied by signed instruments appropriate for the transfer thereof. In addition, all of the outstanding shares of Series C Preferred Stock shall, at the election of the Corporation's Board of Directors, be automatically converted into Common Shares in the manner specified below upon the occurrence of either of the following events (an "Automatic Conversion Event"): (1) Immediately prior to such time as the Corporation shall close a firm commitment underwritten public offering of Common Shares pursuant to a registration statement filed pursuant to the Securities Act of 1933, as amended, ("Securities Act") in which the Corporation receives gross proceeds of at least ten million dollars ($10,000,000) and at a price equal to or greater than one dollar ($1.00) per share (adjusted for stock splits, dividends, consolidations, recapitalizations, and similar events); or (2) After one (1) year from the date that a share of Series C Preferred Stock is issued, when (a) the Common Shares shall have traded above one dollar ($1.00) per share (as adjusted for stock splits, dividends, consolidations, recapitalizations and similar events) for sixty (60) consecutive trading days on a national securities exchange or NASDAQ, or (b) the closing bid price for the Common Shares quoted by an established quotation service for over-the-counter securities shall be above one dollar ($1.00) per share (as adjusted for stock splits, dividends, consolidations, recapitalizations and similar events) for sixty (60) consecutive trading days; and the cumulative trading volume of the Common Shares during such sixty (60) consecutive trading days is equal to or greater than three million five hundred thousand (3,500,000) Common Shares, if traded on a national securities exchange, or five million (5,000,000) Common Shares, if traded on NASDAQ or traded over-the-counter.

Automatic Conversions. At any time or times, part or all of any holder's shares of Series C B Preferred Stock may be converted into Common Shares at the conversion price then in effect, in the manner specified below, and upon delivery by the holder thereof of written notice of conversion conversion, specifying the number of such shares to be converted, to the Corporation at its principal business offices (or at the office of any transfer agent for shares of Series C B Preferred Stock or Common Shares) specifying the number of such shares to be converted), accompanied by the certificate or certificates for the shares to be converted, duly endorsed in blank or accompanied by signed instruments appropriate for the transfer thereof. In addition, all of the outstanding shares of Series C B Preferred Stock shall, at the election of the Corporation's Board of Directors, be automatically converted into Common Shares in the manner specified below upon the occurrence of either of the following events (an "Automatic Conversion Event"): (1) Immediately prior to such time as the Corporation shall close a firm commitment underwritten public offering of Common Shares pursuant to a registration statement filed pursuant to the Securities Act of 1933, as amended, ("Securities Act") in which the Corporation receives gross proceeds of at least ten million dollars ($10,000,000) and at a price equal to or greater than one dollar ($1.00) per share (adjusted for stock splits, dividends, consolidations, recapitalizations, and similar events); or (2) After one (1) year from the date that a share of Series C Preferred Stock is issued, when At any such time as (a) the Common Shares shall have traded above one dollar ($1.00) per share (as adjusted for stock splits, dividends, consolidations, recapitalizations and similar events) for sixty (60) consecutive trading days on a national securities exchange or NASDAQ, or (b) the closing bid price for the Common Shares quoted by an established quotation service for over-the-counter securities shall be above one dollar ($1.00) per share (as adjusted for stock splits, dividends, consolidations, recapitalizations and similar events) for sixty (60) consecutive trading days; and the cumulative trading volume of the Common Shares during such sixty (60) consecutive trading days is equal to or greater than three one million five hundred thousand (3,500,0001,000,000) Common Shares, if traded on a national securities exchange, or one million five million hundred thousand (5,000,0001,500,000) Common Shares, if traded on NASDAQ or traded over-the-counter.