Common use of Required Conversion Clause in Contracts

Required Conversion. The Borrower may, at its sole option, provide the Holder irrevocable written notice ("CALL NOTICE") requiring the conversion of all or a portion of the Note held by such Holder as of the date set forth in such Call Notice (the "CALL DATE"), which such date shall be at least 30 days following the date of the Call Notice, provided a registration statement covering resales of that number of shares of Common Stock then issuable upon conversion of this Note pursuant to such Call Notice has been declared effective and is available for use. The amount of Common Stock to be issued in connection with any such conversion pursuant to a particular Call Notice pursuant to this Section 3.3 shall not exceed 20% of the aggregate dollar trading volume of the Common Stock for the 22 trading days immediately preceding the date of such Call Notice. If all of the conditions described herein have been satisfied, no amount (either principal, interest or fees) shall be payable after the Call Date with respect to the portion of the Note so converted and the Borrower will cause a certificate representing the shares of Common Stock so converted to be issued to the Holder upon receipt of a completed Notice of Conversion as provided herein. The conversion price with respect to conversions pursuant to this Section 3.3 shall equal the lesser of (i) the Fixed Conversion Price and (ii) 90% of the average of the fifteen closing prices for the Common Stock on the Principal Market during the period immediately preceding the Call Date.