Common use of Limitations on Conversion Clause in Contracts

Limitations on Conversion. Notwithstanding anything to the contrary contained herein, the number of shares that may be acquired by the Holder upon any conversion of this Note (or otherwise in respect hereof) or upon issuance by the Corporation of any Conversion Shares or Interest Shares shall be limited to the extent necessary to insure that, following such conversion, the total number of shares of Common Stock then beneficially owned by such Holder and its Affiliates and any other Persons whose beneficial ownership of Common Stock would be aggregated with the Holder?s for purposes of Section 13(d) of the Exchange Act, does not exceed 4.99% of the total number of issued and outstanding shares of Common Stock (including for such purpose the shares of Common Stock issuable upon such exercise) (the ?Maximum Percentage?). For such purposes, beneficial ownership shall be determined in accordance with Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. Each exercise of conversion rights by the Holder will constitute a representation by the Holder that it has evaluated the limitation set forth in this Section and determined that issuance of the full number of shares of Common Stock requested in such conversion notice is permitted under this Section. This provision shall not restrict the number of shares of Common Stock which a Holder may receive or beneficially own in order to determine the amount of securities or other consideration that such Holder may receive in the event of a transaction contemplated in Sections 4(b) or (c) of this Note. By written notice to the Corporation, the Holder may (i) waive the provisions of this Section but any such waiver will not be effective until the 61st day after such notice is delivered to the Corporation, nor will any such waiver effect any other Holder and (ii) increase or decrease the Maximum Percentage to any other percentage not in excess of 9.99% specified in such notice; provided that (A) any such increase will not be effective until the sixty-first (61st) day after such notice is delivered to the Corporation, and (B) any such increase or decrease will apply only to the Holder and not to any other holder of the Corporation Notes.

Limitations on Conversion. Notwithstanding anything to the contrary contained herein, the number of shares that may be acquired by the Holder upon any conversion of this Note (or otherwise in respect hereof) or upon issuance by the Corporation of any Conversion Shares or Interest Shares shall be limited to the extent necessary to insure that, following such conversion, the total number of shares of Common Stock then beneficially owned by such Holder and its Affiliates and any other Persons whose beneficial ownership of Common Stock would be aggregated with the Holder?s Holder’s for purposes of Section 13(d) of the Exchange Act, does not exceed 4.99% of the total number of issued and outstanding shares of Common Stock (including for such purpose the shares of Common Stock issuable upon such exercise) (the ?“Maximum Percentage?”). For such purposes, beneficial ownership shall be determined in accordance with Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. Each exercise of conversion rights by the Holder will constitute a representation by the Holder that it has evaluated the limitation set forth in this Section and determined that issuance of the full number of shares of Common Stock requested in such conversion notice is permitted under this Section. This provision shall not restrict the number of shares of Common Stock which a Holder may receive or beneficially own in order to determine the amount of securities or other consideration that such Holder may receive in the event of a transaction contemplated in Sections 4(b) or (c) of this Note. By written notice to the Corporation, the Holder may (i) waive the provisions of this Section but any such waiver will not be effective until the 61st day after such notice is delivered to the Corporation, nor will any such waiver effect any other Holder and (ii) increase or decrease the Maximum Percentage to any other percentage not in excess of 9.99% specified in such notice; provided that (A) any such increase will not be effective until the sixty-first (61st) day after such notice is delivered to the Corporation, and (B) any such increase or decrease will apply only to the Holder and not to any other holder of the Corporation Notes.

Limitations on Conversion. Notwithstanding anything to the contrary contained herein, at any time that any of the Company’s equity securities are registered under Section 12 of the Exchange Act, the number of shares Ordinary Shares that may be acquired by the Holder upon any conversion of this Note (or otherwise in respect hereof) or upon issuance by the Corporation of any Conversion Shares or Interest Shares shall be limited to the extent necessary to insure that, following such conversionconversion (or other issuance), the total number of shares of Common Stock Ordinary Shares then beneficially owned by such Holder and its Affiliates and any other Persons whose beneficial ownership of Common Stock Ordinary Shares would be aggregated with the Holder?s Holder’s for purposes of Section 13(d) of the Exchange Act, does not exceed 4.994.999% (the “5% Maximum Percentage”) of the total number of issued and outstanding shares of Common Stock Ordinary Shares (including for such purpose the shares of Common Stock Ordinary Shares issuable upon such exercise) (the ?Maximum Percentage?conversion). For such purposes, beneficial ownership shall be determined in accordance with Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. Each exercise The Company shall, instead of conversion rights by the Holder will constitute a representation by the Holder that it has evaluated issuing Ordinary Shares in excess of the limitation set forth referred to in this Section and determined that issuance 3(h), suspend its obligation to issue shares in excess of the full number foregoing limitation until such time, if any, as such Ordinary Shares may be issued in compliance with such limitation; provided, that, by written notice to the Company, the Holder may waive the provisions of shares of Common Stock requested this Section 3(h) or increase or decrease the 5% Maximum Percentage to any other percentage specified in such conversion notice; however,, provided, that any such waiver or increase or decrease will not be effective until the 61st day after such notice is permitted under this Sectiondelivered to the Company. This provision Section 3(h) shall not restrict the number of shares of Common Stock Ordinary Shares which a Holder may receive or beneficially own in order to determine the amount of securities or other consideration that such Holder may receive in the event of a transaction contemplated in Sections 4(b) or Fundamental Transaction (c) of this Note. By written notice to the Corporation, the Holder may (i) waive the provisions of this Section but any such waiver will not be effective until the 61st day after such notice is delivered to the Corporation, nor will any such waiver effect any other Holder and (ii) increase or decrease the Maximum Percentage to any other percentage not in excess of 9.99% specified in such notice; provided that (A) any such increase will not be effective until the sixty-first (61st) day after such notice is delivered to the Corporation, and (B) any such increase or decrease will apply only to the Holder and not to any other holder of the Corporation Notesas defined below).

Limitations on Conversion. (a) Notwithstanding anything to the contrary contained herein, at any time that any of the Company’s equity securities are registered under Section 12 of the Exchange Act, the number of shares of Common Stock that may be acquired by the Holder upon any conversion of this Note a Security (or otherwise in respect hereofof a Security) or upon issuance by the Corporation of any Conversion Shares or Interest Shares shall be limited to the extent necessary to insure ensure that, following such conversionconversion (or other issuance), the total number of shares of Common Stock then beneficially owned by such Holder and its Affiliates and any other Persons whose beneficial ownership of Common Stock would be aggregated with the Holder?s Holder’s for purposes of Section 13(d) of the Exchange Act, does not exceed 4.994.999% (the “5% Maximum Percentage”) of the total number of issued and outstanding shares of Common Stock (including for such purpose the shares of Common Stock issuable upon such exercise) (the ?Maximum Percentage?conversion or other issuance). For such purposes, beneficial ownership shall be determined in accordance with Section 13(d) of the Exchange Act and the rules and regulations promulgated thereunder. Each exercise The Company shall, instead of conversion rights by the Holder will constitute a representation by the Holder that it has evaluated the limitation set forth in this Section and determined that issuance of the full number of issuing shares of Common Stock requested in excess of the 5% Maximum Percentage, suspend its obligation to issue shares in excess of the foregoing limitation until such conversion notice is permitted under this Section. This provision shall not restrict the number of time, if any, as such shares of Common Stock which a Holder may receive or beneficially own be issued in order to determine the amount of securities or other consideration that compliance with such Holder may receive in the event of a transaction contemplated in Sections 4(b) or (c) of this Notelimitation. By Additionally, by written notice to the CorporationCompany and the Trustee, the a Holder may (i) waive the provisions of this Section but 10.2(a) or increase or decrease the 5% Maximum Percentage to any other percentage specified in such notice; provided, that (i) any such waiver or increase or decrease will not be effective until the 61st day after such notice is delivered to the CorporationCompany and the Trustee, nor will any such waiver effect any other Holder and (ii) increase or decrease the Maximum Percentage to any other percentage not in excess of 9.99% specified in such notice; provided that (A) any such increase will not be effective until the sixty-first (61st) day after such notice is delivered to the Corporation, and (B) any such waiver or increase or decrease will apply only to the such Holder and not to any other holder Holder of the Corporation NotesSecurities.