Common use of Closing and Subsequent Closings Clause in Contracts

Closing and Subsequent Closings. (a) The purchase, sale, and issuance of the Shares shall take place at one or more Closings. The purchase, sale, and issuance of the Shares to the Investors listed on Exhibit A hereto shall take place at the initial Closing (the “Initial Closing”) at the offices of ▇▇▇▇▇▇▇▇▇ & ▇▇▇▇▇▇▇ LLP, One Front Street, San Francisco, California, at 10:00 a.m. local time on May 15, 2014, or such other date as the Company and Investors representing a majority of the Shares to be sold in the Initial Closing shall agree. (b) If less than all of the Shares are sold and issued at the Initial Closing then, subject to the terms and conditions of this Agreement, the Company may sell and issue at one or more subsequent closings (each, a “Subsequent Closing” and, together with the Initial Closing, a “Closing”), within 30 days after the Initial Closing, up to the balance of the unissued Shares at the Purchase Price to such persons or entities as may be approved by the Company. (c) Any sale and issuance of Shares in a Subsequent Closing shall be on the same terms and conditions as those contained herein, and any persons or entities purchasing such Shares shall, upon execution and delivery of the relevant signature pages, become parties to, and be bound by, this Agreement, the Amended and Restated Investors’ Rights Agreement in substantially the form attached hereto as Exhibit C (the “Rights Agreement”), the Amended and Restated Voting Agreement in substantially the form attached hereto as Exhibit D (the “Voting Agreement”), and the Amended and Restated Right of First Refusal and Co-Sale Agreement in substantially the form attached hereto as Exhibit E (the “Co-Sale Agreement,” and together with this Agreement, the Voting Agreement and the Rights Agreement, the “Agreements”), without the need for an amendment to any of the Agreements except to add such person’s or entity’s name to the appropriate exhibit to such Agreements and to append their signature page thereto, and shall have the rights and obligations hereunder and thereunder, in each case as of the date of the applicable Subsequent Closing. Each Subsequent Closing shall take place at such date, time and place as shall be approved by the Company and the Investors representing a majority of the Shares to be sold in such Subsequent Closing. (d) Immediately after each Closing, the Schedule of Investors shall be amended to list the Investors purchasing Shares hereunder and the number and type of Shares issued to each Investor hereunder at each such Closing. The Company shall furnish to each Investor copies of the amendments to the Schedule of Investors referred to in the preceding sentence.