Closing of the Exchange Clause Samples

Closing of the Exchange. All other provisions of this Agreement notwithstanding, in no event shall the parties hereto close and consummate the transactions set forth in this Agreement unless the parties concurrently proceed to close and consummate the transactions described in the Reciprocal Agreement, the transactions described herein and therein being conditioned and mutually dependent on the other.

Closing of the Exchange. The closing of the Exchange and of the Anchor Investments (as defined in the Exchange Agreement) shall have occurred prior to the Closing.

Closing of the Exchange. The Exchange shall take place promptly following execution and delivery of this Agreement by each Party hereto to each other Party (the “Effective Date”).

Closing of the Exchange. (a) On the Closing Date, upon the terms and subject to the conditions set forth herein, the Company agrees to issue, and the Holder agree to acquire the Note in exchange for the Exchanged Note. (b) The Company and Holder shall also deliver the other items set forth in Section 2.2 deliverable at the Closing. Upon satisfaction of the covenants and conditions set forth in Sections 2.2 and 2.3, the Closing shall occur at the offices of G&M or such other location or by remote exchange of electronic documentation as the parties shall mutually agree.

Closing of the Exchange. The exchange of the Note and the Current Accounts Payable for the INBC Shares will take place at a closing (the "Closing") to be held at the offices of INBC on December 31, 1997 at 10:00 a.m., Eastern Standard Time or on such other business day thereafter as may be agreed upon by INBC and IPI (the "Closing Date").

Closing of the Exchange. (a) The closing of the Exchange (the “Closing”) shall take place on the Effective Date. (b) At the Closing, (i) Taberna shall deliver or shall cause to be delivered to Newco the various certificates, instruments, and documents referred to in Section 13.2. above, and (ii) Newco will deliver to the Taberna Debt Holders the various certificates, instruments and documents referred to in Section 13.3 above.

Closing of the Exchange. (a) The closing of the exchange of securities shall be effected on the business day next following the Acceleration Date (as hereinafter defined) at 10:00 a.m., local time, at the offices of Vins▇▇ & ▇lki▇▇ ▇.▇.P., Firs▇ ▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇▇-▇▇▇▇ ▇▇ at such other date, time and place as the parties hereto shall determine. (b) At the closing, the Company shall deliver to Cap I a certificate registered in the name of Cap I and otherwise in proper form for delivery evidencing an aggregate of 1,010,333 shares of Common Stock against delivery by Cap I to the Company of Note 1. (c) At the closing, the Company shall deliver to Cap II a certificate registered in the name of Cap II and otherwise in proper form for delivery evidencing an aggregate of 468,925 shares of Common Stock against delivery by Cap II to the Company of Note 2.

Closing of the Exchange. (a) The closing shall take place on _________, 2014 (the “Closing”). (b) At the Closing, Raucy shall deliver to the Company stock certificates of Prepared Holdings LLC duly transferred to the Company. Raucy shall instruct Prepared Holdings LLC to modify its books and records to reflect the delivery and transfer of the Prepared Shares to the Company and the Company shall receive evidence of such modification. (c) At the Closing, the Company shall issue and deliver to Raucy duly executed stock certificates of the Company registered in Raucy’s name representing ______ shares of common stock of the Company.

Closing of the Exchange. The closing (the “Closing”) of the Exchange contemplated by this Agreement shall occur at the offices of O’Melveny & ▇▇▇▇▇ LLP, ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇, ▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ at 7:00 a.m. (California time) automatically, immediately prior to the Series 6 Closing, or at such other location, date and time as the parties may mutually agree in writing (such time and date, the “Closing Date”). For purposes hereof, the “Series 6 Closing” means the closing of the purchase and sale of shares of the Company’s Series 6 Preferred Stock and certain warrants to purchase shares of the Company’s Common Stock pursuant to the Securities Purchase Agreement of even date herewith by and among the Company and the purchasers of such securities.