Common use of Exercise of Conversion Right Clause in Contracts

Exercise of Conversion Right. (a) In order to exercise the conversion right provided in Section 8.1, a Holder of the Debentures shall surrender the Debentures at the office of the Company or other registrar appointed by the Company, together with a conversion notice in the form attached to the Debenture as Exhibit A thereto. Such Holder shall thereupon be deemed the holder of the underlying shares of Common Stock, and the principal amount so converted of such Debentures shall be deemed to have been paid in full. No adjustments with respect to interest or dividends shall be made on the portion of any Debenture converted under this Section. Thereupon such Holder and/or, subject to the terms of this Agreement, including payment of all applicable stamp or security transfer taxes or other governmental charges, Holder's nominee(s) or assignee(s), shall be entitled to be entered in the books of the Company as of the Date of Conversion (or such later date as is specified in subsection 8.2(b)) as the holder of the number of shares of Common Stock into which the applicable principal amount of such Debenture is convertible in accordance with the provisions of this Article 8 and, as soon as practicable thereafter, the Company shall deliver to such Debenture Holder and/or, subject as aforesaid, the Holder's nominee(s) or assignee(s), a certificate or certificates for such shares of Common Stock and, if applicable, a check for any amount payable under Section 8.5. (b) For the purposes of this Article 8, a Debenture shall be deemed to be surrendered for conversion in the case of Section 8.1, on the date (herein called "Date of Conversion") on which it is surrendered by delivery to the Company at its principal office in Boulder, Colorado, or other registrar, if any, appointed by the Company and of which the Holder of the Debenture is notified in writing, and, in the case of a Debenture surrendered by mailing or other means of transmission, on the date on which it is received by the Company at its principal office in Boulder, Colorado, or other registrar, if any, appointed by the Company and of which the Holder of the Debenture is notified in writing; provided that if a Debenture is surrendered for conversion on a day on which the register of Common Stock is closed, the person or persons entitled to receive Common Stock shall become the holder or holders of record of such shares or Common Stock as at the date on which such register is next reopened. (c) Except as otherwise provided herein, any part, being Ten Thousand Dollars ($10,000) or an integral multiple thereof, of a Debenture of a denomination in excess of Ten Thousand Dollars ($10,000) may be converted as provided in this Article 8 and all references in this Agreement to conversion of Debentures shall be deemed to include conversion of such parts. (d) The Holder of any Debenture of which part only is converted shall upon the exercise of its right of conversion, surrender the said Debenture to the Company or other registrar, if any, and the Company or other registrar, if any, shall cancel the same and shall without charge forthwith certify and deliver to the Holder a new Debenture or Debentures in an aggregate principal amount equal to the unconverted part of the principal amount of the Debenture so surrendered, provided that such new Debenture(s) shall be issued only in denominations of Ten Thousand Dollars ($10,000) or integral multiples thereof. (e) The Holder of a Debenture surrendered for conversion in accordance with this Section shall be entitled to receive accrued and unpaid interest on the principal amount thereof being converted to the Interest Payment Date on or next preceding the Date of Conversion thereof, but there shall be no payment or adjustment by the Company on account of any interest accrued or accruing thereon from the latest Interest Payment Date and the Common Stock issued upon such conversion shall rank only in respect of dividends declared in favor of shareholders of record on and after the Date of Conversion or such later date as such Holder shall become the holder of record of such Common Stock pursuant to subsection 8.2(b), from which applicable date they will for all purposes be and be deemed to be issued and outstanding as fully paid and nonassessable shares of Common Stock.

Exercise of Conversion Right. (a) In order to exercise the conversion right provided in Section section 8.1, a Holder of the Debentures B Notes shall surrender the Debentures B Notes at the office of the Company or other registrar appointed by the Company, together with a conversion notice in the form attached to the Debenture B Note as Exhibit A thereto. Such Holder shall thereupon be deemed the holder of the underlying shares of Common Stock, and the principal amount so converted of such Debentures B Notes shall be deemed to have been paid in full. No adjustments with respect to interest or dividends shall be made on the portion of any Debenture B Note converted under this Sectionsection. Thereupon such Holder and/or, subject to the terms of this Agreement, including payment of all applicable stamp or security transfer taxes or other governmental charges, Holder's nominee(s) or assignee(s), shall be entitled to be entered in the books of the Company as of the Date of Conversion (or such later date as is specified in subsection 8.2(b)) as the holder of the number of shares of Common Stock into which the applicable principal amount of such Debenture B Note is convertible in accordance with the provisions of this Article 8 and, as soon as practicable thereafter, the Company shall deliver to such Debenture Holder and/or, subject as aforesaid, the Holder's nominee(s) or assignee(s), a certificate or certificates for such shares of Common Stock and, if applicable, a check for any amount payable under Section section 8.5. (b) For the purposes of this Article 8, a Debenture B Note shall be deemed to be surrendered for conversion in the case of Section section 8.1, on the date (herein called "Date of Conversion") on which it is surrendered by delivery to the Company at its principal office in BoulderLouisville, Colorado, or other registrar, if any, appointed by the Company and of which the Holder of the Debenture Note is notified in writing, and, in the case of a Debenture Note surrendered by mailing or other means of transmission, on the date on which it is received by the Company at its principal office in BoulderLouisville, Colorado, or other registrar, if any, appointed by the Company and of which the Holder of the Debenture is notified in writing; provided that if a Debenture B Note is surrendered for conversion on a day on which the register of Common Stock is closed, the person or persons entitled to receive Common Stock shall become the holder or holders of record of such shares or Common Stock as at the date on which such register is next reopened. (c) Except as otherwise provided herein, any part, being Ten Thousand Dollars ($10,000) or an integral multiple thereof, of a Debenture of a denomination in excess of Ten Thousand Dollars ($10,000) may be converted as provided in this Article 8 and all references in this Agreement to conversion of Debentures shall be deemed to include conversion of such parts. (d) The Holder of any Debenture B Note of which part only is converted shall upon the exercise of its right of conversion, surrender the said Debenture B Note to the Company or other registrar, if any, and the Company or other registrar, if any, shall cancel the same and shall without charge forthwith certify and deliver to the Holder a new Debenture B Note or Debentures B Notes in an aggregate principal amount equal to the unconverted part of the principal amount of the Debenture B Note so surrendered, provided that such new Debenture(sB Note(s) shall be issued only in denominations of Ten One Thousand Dollars ($10,0001,000) or integral multiples thereof. (ed) The Holder of a Debenture B Note surrendered for conversion in accordance with this Section section shall be entitled to receive accrued and unpaid interest on the principal amount thereof being converted to the Interest Payment Date on or next preceding the Date of Conversion thereof, but there shall be no payment or adjustment by the Company on account of any interest accrued or accruing thereon from the latest Interest Payment Date and the Common Stock issued upon such conversion shall rank only in respect of dividends declared in favor of shareholders of record on and after the Date of Conversion or such later date as such Holder shall become the holder of record of such Common Stock pursuant to subsection 8.2(b), from which applicable date they will for all purposes be and be deemed to be issued and outstanding as fully paid and nonassessable shares of Common Stock.

Exercise of Conversion Right. (a) In order to exercise the conversion right provided in Section 8.1, a Holder of the Debentures Notes shall surrender the Debentures Notes at the office of the Company or other registrar appointed by the Company, together with a conversion notice in the form attached to the Debenture Note as Exhibit A thereto. Such Holder shall thereupon be deemed the holder of the underlying shares of Common Stock, and the principal amount so converted of such Debentures Notes shall be deemed to have been paid in full. No adjustments with respect to interest or dividends shall be made on the portion of any Debenture Note converted under this Section. Thereupon such Holder and/or, subject to the terms of this Agreement, including payment of all applicable stamp or security transfer taxes or other governmental charges, Holder's nominee(s) or assignee(s), shall be entitled to be entered in the books of the Company as of the Date of Conversion (or such later date as is specified in subsection 8.2(b)) as the holder of the number of shares of Common Stock into which the applicable principal amount of such Debenture Note is convertible in accordance with the provisions of this Article 8 and, as soon as practicable thereafter, the Company shall deliver to such Debenture Note Holder and/or, subject as aforesaid, the Holder's nominee(s) or assignee(s), a certificate or certificates for such shares of Common Stock and, if applicable, a check for any amount payable under Section 8.5. (b) For the purposes of this Article 8, a Debenture Note shall be deemed to be surrendered for conversion in the case of Section 8.1, on the date (herein called "Date of Conversion") on which it is surrendered by delivery to the Company at its principal office in Boulder, Colorado, or other registrar, if any, appointed by the Company and of which the Holder of the Debenture Note is notified in writing, and, in the case of a Debenture Note surrendered by mailing or other means of transmission, on the date on which it is received by the Company at its principal office in Boulder, Colorado, or other registrar, if any, appointed by the Company and of which the Holder of the Debenture Note is notified in writing; provided that if a Debenture Note is surrendered for conversion on a day on which the register of Common Stock is closed, the person or persons entitled to receive Common Stock shall become the holder or holders of record of such shares or Common Stock as at the date on which such register is next reopened. (c) Except as otherwise provided herein, any part, being Ten Five Thousand Dollars ($10,0005,000) or an integral multiple thereof, of a Debenture Note of a denomination in excess of Ten Five Thousand Dollars ($10,0005,000) may be converted as provided in this Article 8 and all references in this Agreement to conversion of Debentures Notes shall be deemed to include conversion of such parts. (d) The Holder of any Debenture Note of which part only is converted shall upon the exercise of its right of conversion, surrender the said Debenture Note to the Company or other registrar, if any, and the Company or other registrar, if any, shall cancel the same and shall without charge forthwith certify and deliver to the Holder a new Debenture Note or Debentures Notes in an aggregate principal amount equal to the unconverted part of the principal amount of the Debenture Note so surrendered, provided that such new Debenture(sNote(s) shall be issued only in denominations of Ten Five Thousand Dollars ($10,0005,000) or integral multiples thereof. (e) The Holder of a Debenture Note surrendered for conversion in accordance with this Section shall be entitled to receive accrued and unpaid interest on the principal amount thereof being converted converted, such interest to be paid at the Interest Payment Date on time of the conversion of the Note either in cash or next preceding through the Date of conversion thereof into Common Stock at the Conversion thereof, but there shall be no payment or adjustment by the Company on account of any interest accrued or accruing thereon from the latest Interest Payment Date Price and the as otherwise provided herein. The Common Stock issued upon such conversion shall rank only in respect of dividends declared in favor of shareholders of record on and after the Date of Conversion or such later date as such Holder shall become the holder of record of such Common Stock pursuant to subsection 8.2(b), from which applicable date they will for all purposes be and be deemed to be issued and outstanding as fully paid and nonassessable shares of Common Stock.