Common use of Additional Mandatory Closing at Company’s Election Clause in Contracts

Additional Mandatory Closing at Company’s Election. Subject to the satisfaction of the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below, at any time after the tenth (10th) calendar day after the Additional Optional Closing Date pursuant to which the Buyers shall have purchased the entire Additional Optional Notes Amount (the “Additional Mandatory Closing Eligibility Date”) of each Buyer hereunder, the Company shall have the right to require each Buyer to purchase (such Additional Closing, the “Additional Mandatory Closing”, and such Additional Closing Date, the “Additional Mandatory Closing Date”) an Additional Note in the original principal amount set forth opposite such Buyer’s name in column (5) on the Schedule of Buyers (the “Additional Mandatory Note Amount”). Subject to the satisfaction of the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below, the Company may exercise its right to require the Additional Mandatory Closing by delivering, at any time on or after the applicable Additional Mandatory Closing Eligibility Date and prior to the Additional Closing Expiration Date, a written notice thereof by e-mail and overnight courier to each Buyer (the “Additional Mandatory Closing Notice”, and together with each Additional Optional Closing Notice, each an “Additional Closing Notice”, and the date of the applicable Additional Mandatory Closing Notice, the “Additional Mandatory Closing Notice Date”, and together with each Additional Optional Closing Notice Date, each an “Additional Closing Notice Date”). The Company shall only be permitted to submit one (1) Additional Mandatory Closing Notice to the Buyers hereunder and the Additional Mandatory Closing Notice shall be irrevocable. The Additional Mandatory Closing Notice shall (A) certify that the Additional Mandatory Closing Eligibility Date with respect to the proposed Additional Mandatory Closing has occurred and, other than with respect to deliverables to be delivered to each Buyer at the Additional Mandatory Closing, all the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below have been satisfied in full as of the Additional Mandatory Closing Notice Date, (B) specify the proposed date of the Additional Mandatory Closing (which shall be sixty (60) calendar days after the Additional Mandatory Closing Notice Date, subject to the right of each Buyer, by written notice to the Company, to accelerate the Additional Mandatory Closing Date to an earlier date, not less than two (2) Trading Days after the Additional Mandatory Closing Notice Date (or such other date as such Buyer and the Company shall mutually agree)) and (C) specify the aggregate principal amount of Additional Notes to be purchased by each Buyer at the Additional Mandatory Closing, which shall equal the Additional Mandatory Note Amount of such applicable Buyer (or such other amount as the Company and such Buyer shall mutually agree) (such aggregate principal amount of Additional Notes set forth in such Additional Mandatory Closing Notice to be purchased by such Buyer, each, an “Additional Note Amount”). For the avoidance of doubt, the Company shall not be entitled to effect the Additional Mandatory Closing if on the Additional Mandatory Closing Date there is an Equity Conditions Failure (as defined in the Initial Notes) on the Additional Mandatory Closing Date or if the Company fails to satisfy any of the other conditions to closing herein (unless waived in writing by the applicable Buyer participating in such Additional Closing). The Company’s right to affect the Additional Mandatory Closing hereunder shall automatically terminate at 9:00 AM, New York City time on the tenth (10th) calendar day after the Additional Mandatory Closing Eligibility Date (as applicable, the “Additional Closing Expiration Date”).

Additional Mandatory Closing at Company’s Election. Subject to the satisfaction (or waiver) of the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) belowAdditional Closing Conditions, at any time after the tenth Initial Closing, if no Equity Conditions Failure (10thas defined in the Notes) calendar day after the Additional Optional Closing Date pursuant to which the Buyers shall have purchased the entire Additional Optional Notes Amount (the “Additional Mandatory Closing Eligibility Date”) of each Buyer hereunderthen exists, the Company shall have the right to require each Buyer to purchase (such Additional Closing, the “Additional Mandatory Closing”, and at such Additional Closing Date, the “Additional Mandatory Closing Date”) an Additional Note in the original up to such maximum aggregate principal amount of Additional Notes as set forth opposite such Buyer’s name in column (54) on of the Schedule of Buyers at such Additional Closing (the “Additional Mandatory Note Closing Maximum Amount”). Subject to the satisfaction of the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below, the Company may exercise its right to require the Additional Mandatory Closing by delivering, at any time on or after the applicable Additional Mandatory Closing Eligibility Date and prior to the Additional Closing Expiration Date, delivering a written notice thereof by e-mail and overnight courier to each Buyer (the “Additional Mandatory Closing Notice”, and together with each the Additional Optional Closing NoticeNotices, each an “Additional Closing Notice”, and the date of the applicable Additional Mandatory Closing Notice, the “Additional Mandatory Closing Notice Date”) at an Additional Closing (such Additional Closing, and together with each Additional Optional Closing Notice Date, each an the “Additional Closing Notice DateMandatory Closing”). The Company shall only be permitted to submit one (1) Additional Mandatory Closing Notice to the Buyers hereunder and the Additional Mandatory Closing Notice shall be irrevocable. The Additional Mandatory Closing Notice shall (A) certify that no Event of Default (as defined in the Additional Mandatory Closing Eligibility Date with respect to the proposed Additional Mandatory Closing has occurred Notes) then exists and, other than with respect to deliverables to be delivered to each Buyer at the Additional Mandatory Closing, all the conditions to closing set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below have been satisfied in full as of the Additional Mandatory Closing Notice Date, (B) specify the proposed date of the Additional Mandatory Closing (which shall be sixty no less than two (602) calendar days Business Days nor more than twenty (20) Business Days after the Additional Mandatory Closing Notice Date, subject to the right of each Buyer, by written notice to the Company, to accelerate the Additional Mandatory Closing Date to an earlier date, not less than two one (21) Trading Days after the Additional Mandatory Closing Notice Date (or such other date as such Buyer and the Company shall mutually agree)) (each, an “Additional Mandatory Closing Date”, and together with the Initial Closing Date and each Additional Optional Closing Date, each, a “Closing Date”) and (C) specify the aggregate principal amount of Additional Notes to be purchased by each Buyer at the Additional Mandatory Closing, which shall equal not exceed the individual or aggregate, as applicable, Additional Mandatory Note Closing Maximum Amount of such applicable Buyer (or such other amount as the Company and such Buyer shall mutually agree) (such aggregate principal amount of Additional Notes set forth in such the Additional Mandatory Closing Notice to be purchased by such Buyer, each, an “Additional Mandatory Note Amount”). For the avoidance of doubt, the Company shall not be entitled to effect the Additional Mandatory Closing if on the Additional Mandatory Closing Date there is an Equity Conditions Failure (as defined in the Initial Notes) on the Additional Mandatory Closing Date Event of Default or if the Company fails to satisfy any of the other conditions to closing herein (unless waived in writing by the applicable Buyer participating in such the Additional Mandatory Closing). The Company’s right rights to affect the effect any Additional Mandatory Closing Closings hereunder shall automatically terminate at 9:00 AM, New York City time on upon the tenth (10th) calendar day after the Additional Mandatory Closing Eligibility Date (as applicable, the “Additional Closing Expiration Date”).