Common use of Additional Closing Mechanics Clause in Contracts

Additional Closing Mechanics. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(b) and 7(b) below, as long as no Equity Conditions Failure (as defined below) then exists, the Company may deliver by e-mail one or more written notices, at any time after the ten (10th) Trading Day (as defined in the Warrants) after the Initial Closing Date (the “Additional Closing Notice”, and the date of such Additional Mandatory Closing Notice, an “Additional Closing Notice Date”) to all, but not less than all, of the Buyers, executed by the chief executive officer or chief financial officer of the Company, (I) validly certifying that no Equity Conditions Failure then exists, (II) confirming the aggregate principal amount of the Additional Notes to be purchased by each such Buyer (which shall not exceed such aggregate principal amount of the Additional Notes as set forth opposite its name in column (4) on the Schedule of Buyers), and (III) setting forth the proposed Additional Closing Date, which shall be the second (2nd) Trading Day after such Additional Closing Notice (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing Date”). Each Additional Closing Notice shall be irrevocable. On or prior to the Additional Closing Date, the Company shall also deliver an additional notice to each Buyer specifying the Additional Warrant Share Amount of the Additional Warrant of such Buyer to be sold and delivered to such Buyer (or its designee) on the Additional Closing Date (including calculations with respect thereto). For the avoidance of doubt, the Buyers shall not be required to consummate any Additional Closing if on the Additional Closing Date an Equity Conditions Failure exists. The Company’s right to require a Buyer to purchase Additional Notes and related Additional Warrants pursuant to an Additional Closing Notice shall automatically expire on the earlier to occur of (x) the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (the “Additional Closing Expiration Date”).

Additional Closing Mechanics. 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) below, as long as no Equity Conditions Failure (as defined below) then exists, the Company may deliver exercise its right to require an Additional Closing by delivering at any time on or after the applicable Additional Closing Eligibility Date a written notice thereof by e-mail one or more written noticesand overnight courier to each Buyer (each, at any time after the ten (10th) Trading Day (as defined in the Warrants) after the Initial Closing Date (the an “Additional Closing Notice”, and the date of such Additional Mandatory Closing Noticethereof, each an “Additional Closing Notice Date”) to all, but not less than all, of the Buyers, executed by the chief executive officer or chief financial officer of the Company, (I) validly certifying that no Equity Conditions Failure then exists, (II) confirming the aggregate principal amount of the Additional Notes to be purchased by each such Buyer (which shall not exceed such aggregate principal amount of the Additional Notes as set forth opposite its name in column (4) on the Schedule of Buyers), and (III) setting forth the proposed Additional Closing Date, which shall be the second (2nd) Trading Day after such Additional Closing Notice (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing Date”). Each Additional Closing Notice shall be irrevocable. On or prior to Each Additional Closing Notice shall (A) certify that the Additional Closing DateEligibility Date with respect to such Additional Closing has been met and, the Company shall also deliver an additional notice other than with respect to deliverables to be delivered to each Buyer specifying at such Additional 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 such Additional Warrant Share Amount Closing Notice Date, (B) specify the proposed date of such Additional Closing (which shall be (x) the date hereof with respect to the First Additional Closing and no less than five (5) Trading Days and no more than ten (10) Trading Days after such proposed Additional Closing Notice Date with respect to the Second Additional Closing Date) and (C) specify the aggregate principal amount of Additional Notes to be purchased by each Buyer at such Additional Closing; provided, however, that the Company may not require a Buyer to purchase (I) Additional Notes at the First Additional Closing in excess of the applicable First Additional Warrant Note Amount or (II) Additional Notes at the Second Additional Closing in excess of the applicable Maximum Additional Note Amount with respect to the Second Additional Closing (such Buyer aggregate principal amount of Additional Notes set forth in such Additional Closing Notice to be sold and delivered to purchased by such Buyer (or its designee) on the Buyer, each, an “Additional Closing Date (including calculations with respect theretoNote Amount”). For the avoidance of doubt, the Buyers Company shall not be required entitled to consummate any effect an Additional Closing if on the Additional Closing Date there is an Equity Conditions Failure exists(as defined in the Initial Notes) on the Additional Closing Date. The Company’s right rights to require a Buyer to purchase affect any Additional Notes and related Additional Warrants pursuant to an Additional Closing Notice Closings hereunder shall automatically expire terminate at 9:00 AM, New York city time on December 31, 2021 (or such other date as the earlier to occur of (x) Company and the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (Holders shall mutually agree, the “Additional Closing Expiration Date”).

Additional Closing Mechanics. Subject Each Buyer, at an “Optional Additional Closing”, may purchase, at such Buyer’s option, such aggregate number of Additional Preferred Shares, as is set forth opposite such Buyer’s name in column (5) on the Schedule of Buyers, by delivery of written notice to the satisfaction Company (an “Optional Additional Closing Notice” and the date such Optional Additional Closing Notice has been delivered to the Company (or waiverdeemed to be delivered to the Company), the “Optional Additional Closing Notice Date”) at any time during the period commencing on the Initial Closing Date and ending on the one year anniversary of the conditions Initial Closing Date; provided, that each Optional Additional Closing Notice shall be irrevocable and each Buyer may only exercise such right once. No later than the first (1st) Business Day after the Company’s receipt of an Optional Additional Closing Notice from a Buyer, the Company shall deliver a copy of such Optional Additional Closing Notice to each other Buyer and, if any such other Buyer elects to deliver an Optional Additional Closing Notice prior to Additional Closing Date with respect to such initial Optional Additional Closing Notice, such Buyer may also elect to participate in such Additional Closing with respect to such Buyer’s Optional Additional Closing Notice and have such Buyer’s Optional Additional Closing Notice be deemed to be delivered to the Company on the Optional Additional Closing Notice Date of such initial Optional Additional Closing Notice. In addition to the foregoing, at any time prior to the four month anniversary of the Initial Closing Date, the Company may force a “Mandatory Additional Closing” (and together with any Optional Additional Closing, each an “Additional Closing,”) if (x) the Company obtains the Shareholder Approval (as defined below), (y) with respect to such proposed Mandatory Additional Closing, each and every representation and warranty of the Company set forth in Sections 6(bSection 3 of this Agreement is true and correct in all material respects (other than representations and warranties that are already qualified by materiality or Material Adverse Effect which shall be true and correct in all respects) as of the date when made and 7(bas of the Mandatory Additional Closing Notice Date (as defined below) belowas though originally made as of the Mandatory Additional Closing Notice Date (except for representations and warranties that speak as of a specific date, which shall be true and correct as long as of such specific date), and the Company shall have performed, satisfied and complied in all material respects with the covenants, agreements and conditions required to be performed, satisfied or complied with by the Company in accordance herewith at or prior to the Mandatory Additional Closing Notice Date and (z) no Equity Conditions Failure (as defined belowin the Certificate of Designations) then existsexists as of the date Mandatory Additional Closing Notice Date, as evidenced by a written certificate of an executive officer of the Company and such other evidence as reasonably requested by any Buyer. In such Mandatory Additional Closing, the Company may deliver shall have the right to require each Buyer to purchase such aggregate number of Additional Preferred Shares as is set forth opposite such Buyer’s name in column (5) on the Schedule of Buyers, by e-mail one or more delivering written noticesnotice to each Buyer (each, at any time after a “Mandatory Additional Closing Notice”, and together with the ten (10th) Trading Day (as defined in the Warrants) after the Initial Optional Additional Closing Date (the Notice, each an “Additional Closing Notice”, and the date of such Mandatory Additional Closing Notice has been delivered to the Buyers, the “Mandatory Closing Notice, an “Additional Closing Notice Date”) ); provided, that if the Company elects to alldeliver a Mandatory Additional Closing Notice to any Buyer, but not less than all, of the it must deliver a Mandatory Additional Closing Notice to all Buyers, executed . Any Mandatory Additional Closing Notice delivered by the chief executive officer or chief financial officer of Company shall be irrevocable and the Company, (I) validly certifying that no Equity Conditions Failure then exists, (II) confirming the aggregate principal amount of the Company may only exercise such right once. Each Additional Notes to be purchased by each such Buyer (which Closing Notice shall not exceed such aggregate principal amount of the Additional Notes as set forth opposite its name in column (4i) on the Schedule of Buyers), and (III) setting forth the proposed Additional Closing Date, which shall be three (3) Business Days following the second (2nd) Trading Day after such Mandatory Additional Closing Notice Date or Optional Additional Closing Notice Date, as applicable (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing Date”). Each Additional Closing Notice shall be irrevocable. On or prior to the Additional Closing Date, the Company shall also deliver an additional notice to each Buyer specifying the Additional Warrant Share Amount of the Additional Warrant of such Buyer to be sold and delivered to such applicable Buyer (or its designeeBuyers)), (ii) on the aggregate number of Additional Preferred Shares to be purchased by the applicable Buyer (or Buyers) at the applicable Additional Closing and (iii) the aggregate Additional Purchase Price for the Additional Closing Date (including calculations with respect thereto)Preferred Shares to be purchased. For the avoidance As used herein, “Business Day” means any day other than Saturday, Sunday or other day on which commercial banks in The City of doubt, the Buyers shall not be New York are authorized or required by law to consummate any Additional Closing if on the Additional Closing Date an Equity Conditions Failure exists. The Company’s right to require a Buyer to purchase Additional Notes and related Additional Warrants pursuant to an Additional Closing Notice shall automatically expire on the earlier to occur of (x) the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (the “Additional Closing Expiration Date”)closed.

Additional Closing Mechanics. (A) Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(b) and 7(bSection 1(b)(ii)(2)(B) below, as long as no Equity Conditions Failure (as defined below) then existsany Major Buyer may, the Company may deliver in its sole option, elect to effect an Additional Closing by e-mail one or more delivery of a written notices, at any time after the ten (10th) Trading Day (as defined notice in the Warrants) after the Initial Closing Date form attached hereto as Exhibit B (the each, an “Additional Closing Notice”, and the date of such Additional Mandatory Closing Noticethereof, each, an “Additional Closing Notice Date”) to allthe Company at any time after the date hereof, but not less than allafter 11:59 p.m., of the BuyersNew York time, executed on November 17, 2014 (provided that such period shall be extended by the chief executive officer number of Trading Days during such period and any extension thereof contemplated by this proviso on which the Registration Statement is not effective or chief financial officer any prospectus contained therein is not available for use by the Buyer) setting forth (w) such aggregate number of the Company, (I) validly certifying that no Equity Conditions Failure then exists, (II) confirming the aggregate principal amount of the Additional Notes Common Shares to be purchased by each such Major Buyer at such Additional Closing (which shall aggregate number (together with any Additional Shares of Common Stock previously issued to such Major Buyer) may not exceed such aggregate principal amount number of the Additional Notes as set forth Common Shares opposite its such Major Buyer’s name in column (4) on the Schedule of Buyers), (x) such aggregate number of Additional Warrant Shares initially issuable upon exercise of the Additional Warrant to be purchased by such Major Buyer at such Additional Closing (which aggregate number (together with any Warrant Shares initially issuable upon exercise of any Additional Warrants previously issued to such Major Buyer) shall not exceed the aggregate number of Additional Warrant Shares as is set forth opposite such Major Buyer’s name in column (6) on the Schedule of Buyers (subject to a proportional decrease if such Major Buyer does not elect to acquire all of the Additional Common Shares eligible to be purchased by such Major Buyer at the Additional Closing (i.e. 18% warrant coverage)), (y) the applicable Additional Purchase Price for such Major Buyer and (IIIz) setting forth the proposed applicable Additional Closing Date. Upon delivery of an Additional Closing Notice, which such Major Buyer shall be deemed for all corporate purposes to have become the second (2nd) Trading Day after holder of record of such Additional Common Shares and such Additional Warrant specified in such Additional Closing Notice (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing Date”). Each Additional Closing Notice shall be irrevocable. On or prior to the Additional Closing Date, the Company shall also deliver an additional notice to each Buyer specifying the Additional Warrant Share Amount of the Additional Warrant of such Buyer to be sold and delivered to such Major Buyer (or its designee) on the such applicable Additional Closing Date Date, irrespective of the date such Additional Common Shares are credited to the Major Buyer’s (including calculations with respect thereto). For or its designee’s) DTC (as defined below) account or the avoidance date of doubt, delivery of the Buyers shall not be required to consummate any Additional Closing if on the Additional Closing Date an Equity Conditions Failure exists. The Company’s right to require a Buyer to purchase Additional Notes and related certificates evidencing such Additional Warrants pursuant to an Additional Closing Notice shall automatically expire on (as the earlier to occur of (x) the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (the “Additional Closing Expiration Date”case may be).

Additional Closing Mechanics. Subject to the satisfaction (or waiver) of the conditions set forth in this Section 1(b)(ii) and Sections 6(b) and 7(b) below, as long as no Equity Conditions Failure (as defined below) then exists, the Company may deliver by e-mail one or more written notices, at any time after shall have the ten right to require Capital Ventures International (10th) Trading Day (as defined in the Warrants) after the Initial Closing Date (the “Additional Closing Notice”, and the date of such Additional Mandatory Closing Notice, an “Additional Closing Notice DateCapital Ventures”) to all, but purchase an Additional Note in the original principal amount not less than all, in excess of the Buyers, executed by the chief executive officer or chief financial officer of the Company, (I) validly certifying that no Equity Conditions Failure then exists, (II) confirming the aggregate principal amount of the Additional Notes to be purchased by each such Buyer (which shall not exceed such aggregate principal amount of the Additional Notes as set forth opposite its name in column (4) on the Schedule of BuyersBuyers (the “Maximum Additional 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, and (III) setting forth the proposed Company may exercise its right to require an Additional Closing Date, which shall be by delivering on or prior to the second (2nd) Trading Day after such fifteenth calendar date immediately prior to the Additional Closing Notice Date a written notice thereof by facsimile and overnight courier to Capital Ventures (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing DateNotice”). Each The Additional Closing Notice shall be irrevocable. On or prior The Additional Closing Notice shall specify the aggregate principal amount of Additional Notes to be purchased by Capital Ventures at the Additional Closing DateClosing; provided, however, that the Company shall also deliver an additional notice may not require Capital Ventures to each Buyer specifying the purchase Additional Warrant Share Amount Notes in excess of the Maximum Additional Warrant Note Amount (such aggregate principal amount of Additional Notes set forth in such Buyer Additional Closing Notice to be sold and delivered to such Buyer purchased by Capital Ventures (or its designee) on the “Additional Closing Date (including calculations with respect theretoNote Amount”). For the avoidance of doubt, the Buyers Company shall not be required entitled to consummate any effect an Additional Closing if on the Additional Closing Date there is an Equity Conditions Failure exists. The Company’s right to require a Buyer to purchase Additional Notes and related Additional Warrants pursuant to an (as defined in the Initial Notes) or if either the Additional Closing Notice shall automatically expire Volume Condition (as defined below) or the Additional Closing Price Condition (as defined below) has not been satisfied in full on the earlier to occur of (x) the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (the “Additional Closing Expiration Date”).

Additional Closing Mechanics. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(b) and 7(b) below, as long as no Equity Additional Notice Conditions Failure (as defined below) then exists), the Company may deliver by e-mail one or more written notices, at any time after the ten later of (10thx) Trading Day (as defined in the Warrants) after seven month anniversary of the Initial Closing Date, (y) the Stockholder Approval Date and (z) solely after the consummation of an Additional Closing hereunder, the ninetieth (90th) calendar day after the last Additional Closing Date occurring immediately prior to such date of determination (each, an “Additional Closing Notice”, and the date of such Additional Mandatory Closing Noticethereof each, an “Additional Closing Notice Date”) to all, but not less than all, of the Buyers, executed by the chief executive officer or chief financial officer of the Company, (A) certifying that (I) validly certifying that the Stockholder Approval Date has occurred, (II) the Company has satisfied the Additional Closing Volume Condition (as defined below), the Additional Closing Price Condition (as defined below) as of such Additional Closing Notice Date, (III) the quotient of (A) the sum of the aggregate principal of any Notes (as of the Additional Closing Notice Date) then outstanding and the aggregate principal of all Additional Notes to be sold in such Additional Closing divided by (B) the Alternate Conversion Price (as of the Trading Day ended immediately prior to such Additional Closing Notice Date) does not exceed 15% of shares of Common Stock of the Company outstanding as of the Additional Closing Notice Date and (IV) no Equity Conditions Failure then exists, (IIas defined in the Initial Notes) confirming the aggregate principal amount of the Additional Notes to be purchased by each exists (or detailing any such Buyer (which shall not exceed such aggregate principal amount of the Additional Notes as set forth opposite its name in column (4) on the Schedule of Buyers), Equity Conditions Failure and (III) setting forth the proposed specifying that no Additional Closing Date, which shall be occur unless the second (2ndBuyers waiver such Equity Conditions Failure) Trading Day after as of such Additional Closing Notice (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing Date”). Each Additional Closing Notice shall be irrevocable. On or prior to the Additional Closing Date, the Company shall also deliver an additional notice to each Buyer specifying the Additional Warrant Share Amount of the Additional Warrant of such Buyer to be sold and delivered to such Buyer (or its designee) on the Additional Closing Date (including calculations with respect thereto). For the avoidance of doubt, the Buyers shall not be required to consummate any Additional Closing if on the Additional Closing Date an Equity Conditions Failure exists. The Company’s right to require a Buyer to purchase Additional Notes and related Additional Warrants pursuant to an Additional Closing Notice shall automatically expire on the earlier to occur of (x) the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (the “Additional Closing Expiration DateNotice Conditions”)., 3

Additional Closing Mechanics. Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(b) and 7(b) below, as long as no Equity Additional Notice Conditions Failure (as defined below) then exists), the Company may deliver by e-mail one or more written notices, at any time after the ten (10th) 4:00pm New York City time and prior to 11:59pm New York City time, as applicable, on any Trading Day (as defined in the Warrants) after the Initial Closing Stockholder Approval Date (the each, an “Additional Closing Notice”, and the date of such Additional Mandatory Closing Noticethereof each, an “Additional Closing Notice Date”) to all, but not less than all, of the Buyers, executed by the chief executive officer or chief financial officer of the Company, (IA) validly certifying that (I) the Stockholder Approval Date has occurred, (II) the Company has satisfied the Additional Closing Volume Condition (as defined below), the Additional Closing Price Condition (as defined below) as of such Additional Closing Notice Date and (III) no Equity Conditions Failure then exists(as defined in the Initial Notes) exists (or detailing any such Equity Conditions Failure and specifying that no Additional Closing shall occur unless the Buyers waiver such Equity Conditions Failure) as of such Additional Closing Notice Date (the “Additional Notice Conditions”), (IIB) confirming the aggregate principal amount of the Additional Notes to be purchased by each such Buyer and the proposed Additional Closing Date (which shall not exceed such which, together with the aggregate principal amount of the any Additional Notes issued at any prior Additional Closings, shall not exceed the maximum aggregate principal amount as set forth opposite its such Buyer’s name in column (43) on the Schedule of Buyers), and (IIIC) setting forth the proposed Additional Closing Date, which shall be Date and (D) attaching the second draft applicable additional Prospectus Supplement (2ndas defined below) Trading Day after such Additional Closing Notice (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing Date”)respect thereto. Each Additional Closing Notice shall be irrevocable. On or prior to the Additional Closing Date, the Company shall also deliver an additional notice to each Buyer specifying the Additional Warrant Share Amount of the Additional Warrant of such Buyer to be sold and delivered to such Buyer (or its designee) on the Additional Closing Date (including calculations with respect thereto). For the avoidance of doubt, the Buyers shall not be required to consummate any Additional Closing if on the Additional Closing Date an Equity Conditions Failure exists. The Company’s right to require a Buyer to purchase Additional Notes and related Additional Warrants pursuant to an Date, the Additional Closing Notice shall automatically expire on Volume Condition, the earlier to occur of (x) the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (the “Additional Closing Expiration Date”)Price Condition or any Additional Notice Condition or Additional Closing Condition, as applicable, has not been satisfied in full.

Additional Closing Mechanics. 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) below, as long as no Equity Conditions Failure (as defined below) then exists, the Company may deliver exercise its right to require an Additional Closing by delivering at any time on or after the applicable Additional Closing Eligibility Date a written notice thereof by e-mail one or more written noticesand overnight courier to each Buyer (each, at any time after the ten (10th) Trading Day (as defined in the Warrants) after the Initial Closing Date (the an “Additional Closing Notice”, and the date of such Additional Mandatory Closing Noticethereof, each an “Additional Closing Notice Date”) to all, but not less than all, of the Buyers, executed by the chief executive officer or chief financial officer of the Company, (I) validly certifying that no Equity Conditions Failure then exists, (II) confirming the aggregate principal amount of the Additional Notes to be purchased by each such Buyer (which shall not exceed such aggregate principal amount of the Additional Notes as set forth opposite its name in column (4) on the Schedule of Buyers), and (III) setting forth the proposed Additional Closing Date, which shall be the second (2nd) Trading Day after such Additional Closing Notice (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing Date”). Each Additional Closing Notice shall be irrevocable. On or prior to Each Additional Closing Notice shall (A) certify that the Additional Closing DateEligibility Date with respect to such Additional Closing has been met and, the Company shall also deliver an additional notice other than with respect to deliverables to be delivered to each Buyer specifying at such Additional 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 such Additional Warrant Share Amount Closing Notice Date, (B) specify the proposed date of such Additional Closing (which shall be no less than five (5) Trading Days and no more than ten (10) Trading Days after such proposed Additional Closing Notice Date) and (C) specify the aggregate principal amount of Additional Notes to be purchased by each Buyer at such Additional Closing; provided, however, that the Company may not require a Buyer to purchase Additional Notes in excess of the applicable Maximum Additional Warrant Note Amount with respect to such Additional Closing (such aggregate principal amount of Additional Notes set forth in such Buyer Additional Closing Notice to be sold and delivered to purchased by such Buyer (or its designee) on the Buyer, each, an “Additional Closing Date (including calculations with respect theretoNote Amount”). For the avoidance of doubt, the Buyers Company shall not be required entitled to consummate any effect an Additional Closing if on the Additional Closing Date there is an Equity Conditions Failure exists(as defined in the Initial Notes) on the Additional Closing Date. The Company’s right rights to require a Buyer to purchase affect any Additional Notes and related Additional Warrants pursuant to an Additional Closing Notice Closings hereunder shall automatically expire terminate at 9:00 AM, New York city time on December 31, 2021 (or such other date as the earlier to occur of (x) Company and the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (Holders shall mutually agree, the “Additional Closing Expiration Date”).

Additional Closing Mechanics. (A) Subject to the satisfaction (or waiver) of the conditions set forth in Sections 6(b) and 7(bSection 1(b)(ii)(2)(B) below, as long as no Equity Conditions Failure (as defined below) then existsany Buyer may, the Company may deliver in its sole option, elect to effect an Additional Closing by e-mail one or more delivery of a written notices, at any time after the ten (10th) Trading Day (as defined notice in the Warrants) after the Initial Closing Date form attached hereto as Exhibit B (the each, an “Additional Closing Notice”, and the date of such Additional Mandatory Closing Noticethereof, each, an “Additional Closing Notice Date”) to allthe Company at any time after the six month and a calendar day anniversary of the Initial Closing Date, but not less than allafter 11:59 p.m., New York time, on the ten month anniversary of the BuyersInitial Closing Date (as extended in accordance herewith, executed by the chief executive officer or chief financial officer of “Additional Closing Expiration Date”, and such exercise period (as extended in accordance herewith), the Company, “Additional Closing Eligibility Period”) (I) validly certifying provided that no Equity Conditions Failure then exists, (II) confirming the aggregate principal amount of if on any Trading Day during such four month period ending on the Additional Notes Closing Expiration Date (or the last Trading Day of any extension thereof, as applicable, contemplated by this proviso) the Registration Statement is not effective or any prospectus contained therein is not available for use by such Buyer, the Additional Closing Expiration Date shall be extended to four months after such initial subsequent date that the Registration Statement (or Replacement Registration Statement (as defined below) is again effective and all prospectuses contained therein are available for use by such Buyer) setting forth (w) such aggregate number of Additional Common Shares to be purchased by each such Buyer at such Additional Closing (which shall aggregate number (together with any Additional Shares of Common Stock previously issued to such Buyer) may not exceed such aggregate principal amount number of the Additional Notes as set forth Common Shares opposite its such Buyer’s name in column (4) on the Schedule of Buyers), (x) such aggregate number of Additional Warrant Shares initially issuable upon exercise of the Additional Warrant to be purchased by such Buyer at such Additional Closing (which aggregate number (together with any Warrant Shares initially issuable upon exercise of any Additional Warrants previously issued to such Buyer) shall not exceed the aggregate number of Additional Warrant Shares as is set forth opposite such Buyer’s name in column (6) on the Schedule of Buyers (subject to a proportional decrease if such Buyer does not elect to acquire all of the Additional Common Shares eligible to be purchased by such Buyer at the Additional Closing (i.e. 50% warrant coverage)), (y) the applicable Additional Purchase Price for such Buyer and (IIIz) setting forth the proposed applicable Additional Closing Date. Upon delivery of an Additional Closing Notice, which such Buyer shall be deemed for all corporate purposes to have become the second (2nd) Trading Day after holder of record of such Additional Common Shares and such Additional Warrant specified in such Additional Closing Notice (or such other date as is mutually agreed to by the Company and each Buyer, each, an “Additional Closing Date,” and together with the Initial Closing Date, each a “Closing Date”). Each Additional Closing Notice shall be irrevocable. On or prior to the Additional Closing Date, the Company shall also deliver an additional notice to each Buyer specifying the Additional Warrant Share Amount of the Additional Warrant of such Buyer to be sold and delivered to such Buyer (or its designee) on the such applicable Additional Closing Date Date, irrespective of the date such Additional Common Shares are credited to the Buyer’s (including calculations with respect thereto). For or its designee’s) DTC (as defined below) account or the avoidance date of doubt, delivery of the Buyers shall not be required to consummate any Additional Closing if on the Additional Closing Date an Equity Conditions Failure exists. The Company’s right to require a Buyer to purchase Additional Notes and related certificates evidencing such Additional Warrants pursuant to an Additional Closing Notice shall automatically expire on (as the earlier to occur of (x) the date no Initial Notes remain outstanding and (y) the six (6) month anniversary of the Initial Closing Date (the “Additional Closing Expiration Date”case may be).