Common use of Initial Purchase Clause in Contracts

Initial Purchase. (a) From time to time prior to the Commitment Termination Date, the Purchaser may request in writing, including, without limitation, by email (each such request, an “Initial Purchase Request”), that the Seller acquire one or more loans and related commitments, if any, or otherwise become a lender under the applicable Credit Agreement pursuant to which such loans and commitments are made. (b) Upon receipt by the Seller of such Initial Purchase Request together with any diligence, underwriting, investment committee and other similar materials (including, without limitation, a completed Excel spreadsheet substantially in the form attached hereto as Exhibit A) prepared by the Purchaser and/or its affiliates (which may be in draft form and which the Purchaser shall have no obligation to update or supplement after delivery thereof) and made available to the Seller at the time of such Initial Purchase Request (it being understood that such information may be redacted to take into account any confidential or proprietary information of Purchaser), the Seller shall have the right, in its sole and absolute discretion, to approve or reject such Initial Purchase Request and to request additional information in connection therewith. The Seller shall notify the Purchaser in writing, including without limitation, by email, of its approval or rejection of such Initial Purchase Request no later than the fifth (5th) business day succeeding the date on which it receives the Initial Purchase Request. If the Seller approves such Initial Purchase Request, the Seller shall purchase (each, an “Initial Purchase”) such loans (and assume any Available Unfunded Commitments associated with such loans) (each such loan, together with any loans funded after the Initial Purchase Date thereto pursuant to an Available Unfunded Commitment assumed in connection therewith, a “Purchased Loan”) specified in such Initial Purchase Request on the terms set forth in the relevant Initial Purchase Request (the date on which the Seller acquires such Purchased Loan, assumes such Available Unfunded Commitments or otherwise becomes a lender or holder, as applicable, of such Purchased Loan or Available Unfunded Commitments, an “Initial Purchase Date”); provided, that immediately after giving effect to such Initial Purchase, (A) the sum of the aggregate outstanding funded principal amount of each Purchased Loan plus any Available Unfunded Commitments associated with each such Purchased Loan shall not exceed the Commitment Amount; and (B) the aggregate Available Unfunded Commitments shall not exceed 20% of the cost basis of all Purchased Loans (the “Unfunded Commitment Limit”).

Initial Purchase. (a) From time to time prior to the Commitment Termination Date, the Purchaser may request in writing, including, without limitation, by email (each such request, an “Initial Purchase Request”), that the Seller acquire one or more loans and related commitments, if any, or otherwise become a lender under the applicable Credit Agreement pursuant to which such loans and commitments are made. (b) Upon receipt by the Seller of such Initial Purchase Request together with any diligence, underwriting, investment committee and other similar materials (including, without limitation, a completed Excel spreadsheet substantially in the form attached hereto as Exhibit A) prepared by the Purchaser and/or its affiliates (which may be in draft form and which the Purchaser shall have no obligation to update or supplement after delivery thereof) and made available to the Seller at the time of such Initial Purchase Request (it being understood that such information may be redacted to take into account any confidential or proprietary information of Purchaser), the Seller The Company shall have the right, in its sole and absolute discretionbut not the obligation, to approve or reject such Initial Purchase Request and to request additional information in connection therewith. The Seller shall notify direct the Purchaser in writing, including without limitationInvestor, by email, its delivery to the Investor of its approval or rejection of such Initial Purchase Request no later than the fifth (5th) business day succeeding the date on which it receives the Initial Purchase Request. If the Seller approves such Initial Purchase RequestNotice prior to 9:00 a.m., the Seller shall purchase (eachEastern Time, an “Initial Purchase”) such loans (and assume any Available Unfunded Commitments associated with such loans) (each such loan, together with any loans funded after the Initial Purchase Date thereto pursuant to an Available Unfunded Commitment assumed in connection therewith, a “Purchased Loan”) specified in such Initial Purchase Request on the terms set forth in Business Day immediately following the relevant Initial Purchase Request Commencement Date (the date on which the Seller acquires such Purchased Loan, assumes such Available Unfunded Commitments or otherwise becomes a lender or holder, as applicable, of such Purchased Loan or Available Unfunded Commitments, an “Initial Purchase Date”); provided, that to purchase, in one single purchase on the Initial Purchase Date only, such number of Purchase Shares equal to the quotient obtained by dividing (i) One Million Dollars ($1,000,000) by (ii) the Initial Purchase Price (such number of Purchase Shares, the “Initial Purchase Shares”), at a per share purchase price equal to the Initial Purchase Price and for a total aggregate purchase price of One Million Dollars ($1,000,000). If the Company delivers the Initial Purchase Notice for a Purchase Amount in excess of One Million Dollars ($1,000,000) or for a number of Purchase Shares in excess of the number of Initial Purchase Shares calculated in accordance with the immediately after giving effect preceding sentence, the Initial Purchase Notice shall be void ab initio to the extent of the amount by which the Purchase Amount set forth in the Initial Purchase Notice exceeds One Million Dollars ($1,000,000) and the amount by which the number of Purchase Shares set forth in the Initial Purchase Notice exceeds the number of Initial Purchase Shares which the Company is permitted to include in such Initial PurchasePurchase Notice calculated in accordance with the immediately preceding sentence (as applicable), (A) and the sum Investor shall have no obligation to pay such excess Purchase Amount or to purchase such excess Purchase Shares in respect of the Initial Purchase Notice; provided that the Investor shall remain obligated to purchase the number of Initial Purchase Shares which the Company is permitted to include in the Initial Purchase Notice calculated in accordance with the immediately preceding sentence for a total aggregate outstanding funded principal amount purchase price of each Purchased Loan plus any Available Unfunded Commitments associated with each such Purchased Loan shall not exceed the Commitment Amount; and One Million Dollars (B) the aggregate Available Unfunded Commitments shall not exceed 20% of the cost basis of all Purchased Loans (the “Unfunded Commitment Limit”$1,000,000).

Initial Purchase. Upon the satisfaction of all of the conditions set forth in Sections 7 and 8 hereof (a) From time to time prior to the Commitment Termination “Commencement” and the date of satisfaction of such conditions the “Commencement Date, the Purchaser may request in writing, including, without limitation, by email (each such request, an “Initial Purchase Request”), that the Seller acquire one or more loans and related commitmentsCompany shall have the right, if anybut not the obligation, or otherwise become a lender under to direct the applicable Credit Agreement pursuant to which such loans and commitments are made. (b) Upon receipt Investor, by the Seller Company’s delivery of the Initial Purchase Notice to the Investor promptly following the Commencement on the Commencement Date, so that it is received by the Investor not later than 4:15 p.m., Eastern time, on the Commencement Date (confirmation of which shall be provided by the Investor to the Company promptly upon such receipt), and the Investor thereupon shall have the obligation to subscribe for and purchase the Initial Purchase Shares at the Initial Purchase Price on the Commencement Date (the “Initial Purchase”) with the settlement of such Initial Purchase Request together to occur in accordance with any diligencethe procedures set forth in this Agreement provided, underwritinghowever, investment committee and other similar materials that the Investor’s maximum committed obligation under the Initial Purchase shall not exceed One Million Dollars (including, without limitation, a completed Excel spreadsheet substantially $1,000,000). If the Company delivers the Initial Purchase Notice directing the Investor to purchase in the form attached hereto as Exhibit A) prepared Initial Purchase an amount of Initial Purchase Shares in excess of the limitations contained in the definition of Initial Purchase Shares and in this Section 2(a), such Initial Purchase Notice shall be void ab initio to the extent of the amount by the Purchaser and/or its affiliates (which may be in draft form and which the Purchaser number of Initial Purchase Shares set forth in such Initial Purchase Notice exceeds the number of Initial Purchase Shares which the Company is permitted to include in such Initial Purchase Notice in accordance herewith, and the Investor shall have no obligation to update or supplement after delivery thereof) and made available to the Seller at the time purchase such excess Purchase Shares in respect of such Initial Purchase Request (it being understood Notice; provided that such information may be redacted the Investor shall remain obligated to take into account any confidential or proprietary information purchase the number of Purchaser), the Seller shall have the right, in its sole and absolute discretion, to approve or reject such Initial Purchase Request and Shares which the Company is permitted to request additional information in connection therewith. The Seller shall notify the Purchaser in writing, including without limitation, by email, of its approval or rejection of such Initial Purchase Request no later than the fifth (5th) business day succeeding the date on which it receives the Initial Purchase Request. If the Seller approves such Initial Purchase Request, the Seller shall purchase (each, an “Initial Purchase”) such loans (and assume any Available Unfunded Commitments associated with such loans) (each such loan, together with any loans funded after the Initial Purchase Date thereto pursuant to an Available Unfunded Commitment assumed in connection therewith, a “Purchased Loan”) specified include in such Initial Purchase Request on the terms set forth in the relevant Initial Purchase Request (the date on which the Seller acquires such Purchased Loan, assumes such Available Unfunded Commitments or otherwise becomes a lender or holder, as applicable, of such Purchased Loan or Available Unfunded Commitments, an “Initial Purchase Date”); provided, that immediately after giving effect to such Initial Purchase, (A) the sum of the aggregate outstanding funded principal amount of each Purchased Loan plus any Available Unfunded Commitments associated with each such Purchased Loan shall not exceed the Commitment Amount; and (B) the aggregate Available Unfunded Commitments shall not exceed 20% of the cost basis of all Purchased Loans (the “Unfunded Commitment Limit”)Notice.

Initial Purchase. (a) From time to time prior to the Commitment Termination Datetime, the Purchaser may request in writing, including, without limitation, including by email (each such request, an “Initial Purchase Request”), that the Seller acquire one or more loans and related commitments, if any, commitments or otherwise become a lender under the applicable Credit Agreement pursuant to which such loans and commitments are made, with such loans or commitments in each case to be denominated in Dollars or any other currency mutually agreed between the Seller and the Purchaser. (b) Upon receipt by the Seller of such Initial Purchase Request together with any diligence, underwriting, investment committee diligence and other similar underwriting materials (including, without limitation, a completed Excel spreadsheet substantially in the form attached hereto as Exhibit A) prepared by the Purchaser and/or its affiliates (which may be in draft form and which the Purchaser and its affiliates shall have no obligation to update or supplement after delivery thereof) and requested by and made available to the Seller at the time of such Initial Purchase Request (it being understood that such information may be redacted to take into account any confidential or proprietary information of the Purchaser), the Seller shall have the right, in its sole and absolute discretion, to approve or reject such Initial Purchase Request and to request additional information in connection therewith. The Seller shall promptly notify the Purchaser in writing, including without limitation, by email, of its approval or rejection of such Initial Purchase Request no later than the fifth (5th) business day succeeding the date on which it receives the Initial Purchase Request. If the Seller approves such Initial Purchase Request, the Seller shall purchase (each, an “Initial Purchase”) such loans loan(s) (and assume any Available Unfunded Commitments associated with such loans) (each such loan, note or other debt instrument, together with any loans amounts funded after the Initial Purchase Date thereto pursuant to an Available Unfunded Commitment assumed in connection therewith, a “Purchased Loan”) specified in such Initial Purchase Request on the terms set forth in the relevant Initial Purchase Request (the date on which the Seller acquires such Purchased Loan, assumes such Available Unfunded Commitments Commitment or otherwise becomes a lender or holder, as applicable, of such Purchased Loan or and/or Available Unfunded Commitments, an “Initial Purchase Date”); provided, that immediately after giving effect to such Initial Purchase, (A) the sum of the aggregate outstanding funded principal amount of each Purchased Loan plus any Available Unfunded Commitments associated with each such Purchased Loan shall not exceed the Commitment Amount; and (B) the aggregate Available Unfunded Commitments shall not exceed 20% of the cost basis of all Purchased Loans (the “Unfunded Commitment Limit”).

Initial Purchase. (a) From time to time prior to the Commitment Termination Date, the Purchaser may request in writing, including, without limitation, by email (each such request, an “Initial Purchase Request”), that the Seller acquire one or more loans and related commitments, if any, or otherwise become a lender under the applicable Credit Agreement pursuant to which such loans and commitments are made. (b) Upon receipt by the Seller of such Initial Purchase Request together with any diligence, underwriting, investment committee and other similar materials (including, without limitation, a completed Excel spreadsheet substantially in the form attached hereto as Exhibit A) prepared by the Purchaser and/or and its affiliates (which may be in draft form and which the Purchaser shall have no obligation to update or supplement after delivery thereof) and made available to the Seller at the time of such Initial Purchase Request (it being understood that such information may be redacted to take into account any confidential or proprietary information of Purchaser)affiliates, the Seller shall have the right, in its sole and absolute discretion, to approve or reject such the Initial Purchase Request and to request additional information in connection therewith. The Seller shall notify the Purchaser in writing, including without limitation, by email, of its approval or rejection of such Initial Purchase Request no later than the fifth second (5th2nd) business day succeeding the date on which it receives the Initial Purchase Request. If the Seller approves such Initial Purchase Request, the Seller shall purchase (each, an “Initial Purchase”) such loans (and assume any Available Unfunded Commitments associated with such loans) (each such loan, together with any loans funded after the Initial Purchase Date thereto pursuant to an Available Unfunded Commitment assumed in connection therewith, a “Purchased Loan”) specified in such Initial Purchase Request on the terms set forth in the relevant Initial Purchase Request (the date on which the Seller acquires such Purchased Loan, assumes such Available Unfunded Commitments Loan or otherwise becomes a lender or holder, as applicable, of such Purchased Loan or Available Unfunded CommitmentsLoan, an “Initial Purchase Date”); provided, that immediately after giving effect to such Initial Purchase, (A) the sum of the aggregate outstanding funded principal amount Initial Principal Amount of each Purchased Loan plus and any Available Unfunded Commitments unfunded commitments associated with each any such Purchased Loan (including, for the avoidance of doubt, delayed draw term loans and the unfunded portion of any revolving lines of credit) shall not exceed the Commitment Amount; and (B) the aggregate Available Unfunded Commitments shall not exceed 20% of the cost basis of all Purchased Loans (the “Unfunded Commitment Limit”)Amount in effect at such time.

Initial Purchase. (a) From time to time prior On the terms and subject to the Commitment Termination conditions set forth in this Agreement, (x) within five Business Days after the date hereof (the “Payment Closing Date”), the Purchaser may request in writingwill transfer, including, without limitationor cause its paying agent to transfer, by email wire transfer $2,500,000 (each such request, an the “Initial Purchase RequestPrice”) in immediately available funds to an account specified by the Company, representing a purchase price of $5.00 per Share, and (y) within six months after the Payment Closing Date (the “Initial Closing Date”), that the Seller acquire one or more loans Company will issue, sell and related commitments, if any, or otherwise become a lender under deliver to the applicable Credit Agreement Purchaser an aggregate of 500,000 Shares (the “Initial Purchase Shares”) pursuant to which such loans and commitments are made. (b) Upon receipt the execution by the Seller Company of such Initial Purchase Request together with any diligence, underwriting, investment committee and other similar materials (including, without limitation, a completed Excel spreadsheet deed of issue under Dutch law substantially in the form attached hereto as Exhibit A) prepared by A (a “Deed of Issue”). If the Purchaser and/or its affiliates (which may be in draft form and which transfers, or causes the Purchaser shall have no obligation to update or supplement after delivery thereof) and made available to the Seller at the time of such Initial Purchase Request (it being understood that such information may be redacted to take into account any confidential or proprietary information of Purchaser)transfer of, the Seller shall have the right, in its sole and absolute discretion, to approve or reject such Initial Purchase Request and to request additional information in connection therewith. The Seller shall notify the Purchaser in writing, including without limitation, by email, of its approval or rejection of such Initial Purchase Request no later than the fifth (5th) business day succeeding the date on which it receives the Initial Purchase Request. If Price to the Seller approves such Initial Purchase RequestCompany pursuant to this Section 1.1(a), and the Seller shall purchase (eachCompany does not issue, an “Initial Purchase”) such loans (sell and assume any Available Unfunded Commitments associated with such loans) (each such loan, together with any loans funded after deliver the Initial Purchase Date thereto pursuant Shares to an Available Unfunded Commitment assumed in connection therewiththe Purchaser by the Initial Closing Date, a “Purchased Loan”) specified in such upon written request of the Purchaser, the Company shall return the Initial Purchase Request on Price to the terms set forth in the relevant Initial Purchase Request (the date on which the Seller acquires such Purchased Loan, assumes such Available Unfunded Commitments Purchaser or otherwise becomes a lender or holderits paying agent, as applicable. Upon the execution of the Deed of Issue, of such Purchased Loan or Available Unfunded Commitments, an “the Company shall cause the Initial Purchase Date”); provided, that immediately after giving effect Shares to such be recorded on the books of the Company and/or the register of the Company’s transfer agent. The Initial Purchase, Purchase Price was calculated by the greater of (Ax) $5.0 per Share and (y) the sum weighted average closing price per Share as reported on the Nasdaq Stock Market LLC over the 15 Trading Days prior to the date hereof. To the extent required, the Company hereby irrevocably consents to payment of the aggregate outstanding funded principal amount of each Purchased Loan plus any Available Unfunded Commitments associated with each such Purchased Loan shall not exceed Initial Purchase Price in a currency other than the Commitment Amount; and (B) the aggregate Available Unfunded Commitments shall not exceed 20% of the cost basis of all Purchased Loans (the “Unfunded Commitment Limit”)Euro.