st to be converted by (y) the Fixed Conversion Price. The term "Fixed Conversion Price" means $0.50, subject to adjustment as provided herein. (b) Mechanics of Conversion. In order to convert Debentures into shares of Common Stock, the Holder shall surrender the certificate or certificates therefor, duly endorsed, by

ock that are issued upon the conversion of the Debenture as contemplated hereby are hereinafter sometimes referred to as "Conversion Shares." 2.2. Mechanics of Conversion. As a condition to the right of the Holder to be entitled to convert all or any part of this Debenture into shares of Common Stock pursuant to Secti

ggregate gross proceeds to the Corporation (prior to underwriters' commissions and expenses) of not less than S15,000,000 (a "Qua! fled IPO"). (c) Mechanics of Conversion. Before any holder of Preferred Stock shall be entitled to convert the same into shares of Common Stock, such holder shall surrender the certificat