Common use of Additional Closing Clause in Contracts

Additional Closing. Contingent and effective upon the receipt by the Company of the Requisite Shareholder Approval (as defined below) and, with respect to each Holder if the Requisite Shareholder Approval is received, the execution and delivery by such Holder of an Additional Release (as defined below), the Company will instruct its transfer agent within five business days after the Company’s receipt from such Holder of a duly executed Additional Release, to transfer to such Holder the number of shares of Common Stock set forth opposite such Holder’s name on Exhibit B hereto (the “Additional Closing Shares” and together with the Initial Closing Shares, the “Shares” and such issuance, the “Additional Closing” and the date of such issuance, the “Additional Closing Date”) either through electronic book entry credit or the issuance of a physical stock certificate as specified for such Holder pursuant to the Delivery Instructions set forth on such Holder’s signature page to the Agreement. For clarity, the issuance of Additional Closing Shares pursuant to this Section 1(b) shall not occur unless the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders and, with respect to each Holder, unless such Holder executes and delivers to the Company an Additional Release by the earlier of (i) the 15th business day following the Company’s disclosure on a Form 8-K filed with the Securities and Exchange Commission (“SEC”) of the voting results of the 2017 Annual Meeting of Shareholders and (ii) the 15th business day following a written request from the Company to the Holder, following the 2017 Annual Meeting of Shareholders, to execute and deliver an Additional Release to the Company (as applicable, the “Deadline Date”).

Additional Closing. Contingent and effective upon On the receipt by date of the Company of the Requisite Shareholder Approval ------------------ Additional Closing or Buyer Additional Closing, as applicable (as defined below) and, with respect to each Holder if the Requisite Shareholder Approval is receivedcollectively, the execution and delivery by such Holder of an "Additional Release (as defined belowClosing"), the Company will instruct its transfer agent within five business days after shall complete the Company’s receipt from such Holder Series G Certificate of a duly executed Additional ReleaseDesignation by inserting the price per share to be paid for the Series G Preferred Shares, as determined pursuant to transfer to such Holder the terms of Section 1(d) or Section 1(e), as applicable, and the number of shares Series G Preferred Shares to be issued, as determined pursuant to the terms of Common Stock set forth Section 1(d) or Section 1(e), as applicable, file the Series G Certificate of Designation with the Office of the Delaware Secretary of State and issue and deliver to each Buyer a stock certificate(s) representing such number of Company Series G Preferred Shares or Buyer Series G Preferred Shares, as applicable, which such Buyer is then purchasing (as indicated opposite such Holder’s Buyer's name on Exhibit B hereto the Schedule of Buyers or in the Buyer Notice, as applicable), duly executed on behalf of the Company and registered in the name of such Buyer or its designee (the “Additional Closing Shares” "Series G Stock Certificates" and together with the Initial Closing SharesSeries F Stock Certificates, the “Shares” and such issuance"Stock Certificates"). The Additional Closing shall occur on the date set forth in the Company Notice or Buyer Notice, as applicable, at the “Additional Closing” and offices of Schulte Roth & Zabel LLP, 900 Third ▇▇▇▇▇▇, ▇▇▇ Yo▇▇, ▇ew Yor▇ ▇▇▇▇▇, ▇▇ ▇▇ ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇l be agreed upon by the parties. On the date of such issuancethe Additional Closing, the “Additional Closing Date”) either through electronic book entry credit or the issuance of a physical stock certificate as specified for such Holder pursuant to the Delivery Instructions set forth on such Holder’s signature page to the Agreement. For clarity, the issuance of Additional Closing Shares pursuant to this Section 1(b) each Buyer shall not occur unless the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders and, with respect to each Holder, unless such Holder executes and delivers to pay the Company an Additional Release by the earlier of (i) the 15th business day following the Company’s disclosure on a Form 8-K filed with the Securities and Exchange Commission (“SEC”) of the voting results of the 2017 Annual Meeting of Shareholders and (ii) the 15th business day following a written request from purchase price for the Company to the HolderSeries G Preferred Shares or Buyer Series G Preferred Shares, following the 2017 Annual Meeting of Shareholders, to execute and deliver an Additional Release to the Company (as applicable, to be issued and sold to such Buyer at the “Deadline Date”)Additional Closing, by wire transfer of immediately available funds in accordance with the Company's written wire instructions provided in writing to the Buyers at least two days prior to the date of the Additional Closing.

Additional Closing. Contingent (a) At any time following the First Closing through and effective upon including the receipt by the Company of the Requisite Shareholder Approval (as defined below) and, with respect to each Holder if the Requisite Shareholder Approval is received, the execution and delivery by such Holder of an Additional Release (as defined below)Second Closing, the Company will instruct its transfer agent within five business days after the Company’s receipt from such Holder may sell up to an aggregate of a duly executed Additional Release, to transfer to such Holder the number of 166,667 shares of Common Series B Preferred Stock set forth opposite such Holder’s name on Exhibit B hereto (the “Additional Closing Shares”), at a purchase price of $3.00 per share, to one or more investor(s) (each an “Additional Investor” and together with the Initial Closing Shares, the “Shares” and such issuancecollectively, the “Additional Investors”) acceptable to: (i) a majority of the Company’s board of directors; and (ii) the Majority Investors. (b) Each closing of the purchase, sale and issuance of Additional Shares to the Additional Investor(s) (each, an “Additional Closing” ”) shall take place at the offices of the Company at 10:00 a.m. on such date as the Company and the date of Additional Investor(s) participating in such issuance, Additional Closing may agree either orally or in writing (the “Additional Closing Date”) either through electronic book entry credit or ). At each Additional Closing, the issuance Company shall deliver to each Additional Investor participating in the Additional Closing a certificate in such Additional Investor’s name representing the shares of a physical stock certificate Series B Preferred Stock purchased by such Additional Investor at such Additional Closing, against payment of the purchase price as specified for such Holder pursuant provided in Section 1.2. Notwithstanding anything to the Delivery Instructions contrary set forth on such Holder’s signature page to herein, this Agreement, including, without limitation, Exhibit A hereto, may be amended by the Agreement. For clarity, Company without the consent of any Investors to: (i) reflect the issuance of Additional Closing Shares pursuant to this Section 1(b) shall not occur unless the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders and, with respect to each Holder, unless such Holder executes and delivers to the Company an Additional Release by the earlier of (i) the 15th business day following the Company’s disclosure on a Form 8-K filed with the Securities and Exchange Commission (“SEC”) of the voting results of the 2017 Annual Meeting of Shareholders Closing; and (ii) upon the 15th business day following execution by an Additional Investor of a written request from counterpart signature page hereto, to include such Additional Investor on Exhibit A (a) under the Company heading “Additional Closing” reflecting the number of shares of Series B Preferred Stock purchased by such Additional Investor at each Additional Closing and (b) under the heading “Second Closing” to reflect that each Additional Investor has committed to purchase in the Second Closing a number of shares of Series B Preferred Stock equal to the Holdernumber of Additional Shares purchased by such Additional Investor at such Additional Closing. Upon the execution by such Additional Investor of a counterpart signature page hereto, following the 2017 Annual Meeting of Shareholders, such Additional Investor shall be deemed to execute and deliver be an Additional Release to the Company (as applicable, the “Deadline Date”)Investor” for all purposes under this Agreement.

Additional Closing. Contingent and effective upon On or before the receipt by thirtieth (30th) day following the Company of the Requisite Shareholder Approval (as defined below) and, with respect to each Holder if the Requisite Shareholder Approval is received, the execution and delivery by such Holder of an Additional Release (as defined below)Initial Closing Date, the Company will instruct its transfer agent within five business days after the Company’s receipt from such Holder of a duly executed Additional Release, to transfer to such Holder the number of shares of Common Stock set forth opposite such Holder’s name on Exhibit B hereto may sell and issue at an additional closing (the “Additional Closing SharesClosing” and together with the Initial Closing, a “Closing”) up to the balance of the authorized number of shares of Series CC Preferred Stock not purchased at the Initial Closing Sharesat a price per share of not less than the Per Share Purchase Price, to one or more of the “Shares” Company’s existing stockholders, including existing stockholders that purchase shares of Series CC Preferred Stock at the Initial Closing. Any such sale and issuance in the Additional Closing shall be on the same terms and conditions as those contained herein, and such issuancepersons or entities shall, upon execution and delivery of the “relevant signature pages, become parties to, and be bound by, this Agreement. The Additional Closing” Closing shall take place at the offices of ▇▇▇▇▇▇▇ LLP, 1800 Mercantile Bank and Trust Building, ▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇, Baltimore, Maryland, at such date and time as is mutually agreed upon by the Company and the date additional purchasers acquiring in the aggregate more than half of such issuance, the shares of Series CC Preferred Stock being sold at the Additional Closing (the “Additional Closing Date”) either through electronic book entry credit or the issuance of a physical stock certificate as specified for such Holder pursuant to the Delivery Instructions set forth on such Holder’s signature page to the Agreement. For clarity, the issuance of Additional Closing Shares pursuant to this Section 1(b) shall not occur unless the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders and, with respect to each Holder, unless such Holder executes and delivers to the Company an Additional Release by the earlier of (i) the 15th business day following the Company’s disclosure on a Form 8-K filed together with the Securities and Exchange Commission (Initial Closing Date, a “SEC”) of the voting results of the 2017 Annual Meeting of Shareholders and (ii) the 15th business day following a written request from the Company to the Holder, following the 2017 Annual Meeting of Shareholders, to execute and deliver an Additional Release to the Company (as applicable, the “Deadline Closing Date”). Each purchaser participating in such Additional Closing shall execute a counterpart signature to this Agreement and shall become a party to the Stockholders Agreement and the Registration Rights Agreement, at which time such purchaser shall be treated as a “Purchaser” for purposes of this Agreement and the stock purchased by such purchaser shall be deemed to be sold under this Agreement for purposes of this Agreement, the Stockholders Agreement and the Registration Rights Agreement; provided, that Purchasers that participate in the Initial Closing shall not be required to execute such agreements again.

Additional Closing. Contingent (a) At any time from and effective after March 15, 2004, either party may give the other written notice. Such notice shall, if sent by the Company, state the conditions precedent set forth in Section 5.3 have been satisfied or are capable of being satisfied at the Additional Closing or, if sent by the Investor, state that the conditions precedent set forth in Section 5.4 have been satisfied or are capable of being satisfied at the Additional Closing. Such notice shall also state that the sale of the Shares shall take place on a date that is at least 12 (and no more than 15) Business Days after the giving of such notice. (b) On the terms and subject to the conditions in this agreement, the closing of the sale of the Shares (the "Additional Closing") shall take place at the offices of Jenkens & Gilchrist Parker Chapin LLP, counsel to the Company, at 405 Lexi▇▇▇▇▇ ▇▇▇n▇▇, ▇▇▇ ▇▇▇▇, NY 10174, at 10:00 a.m. New York ▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇ ▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇e referred to in Section 1.3(a) or on such other date and time as the parties shall mutually agree; provided, however that the right of the Investor to purchase the Investor Series D Shares shall cease upon the receipt earlier of: (x) the 18 month anniversary of the Initial Closing Date; and (y) such time as the Investor shall, after 15 Business Days' written notice from the Company, have failed to approve the next two proposed acquisitions by the Company (after giving effect to the Wild Hare and Anushka transactions) of all or substantially all of the Requisite Shareholder Approval (as defined below) andbusiness or voting stock of any Person, with respect to each Holder if the Requisite Shareholder Approval is receivedor any division, the execution and delivery line of business or other business unit of a Person that are approved by such Holder a majority of an Additional Release (as defined below), the Company will instruct its transfer agent within five business days after the Company’s receipt from such Holder 's board of a duly executed Additional Release, to transfer to such Holder directors. The date of the number of shares of Common Stock set forth opposite such Holder’s name on Exhibit B hereto (the “Additional Closing Shares” and together with is referred to as the Initial Closing Shares, the “Shares” and such issuance, the “Additional Closing” and the date of such issuance, the “"Additional Closing Date”." (c) either through electronic book entry credit or At the issuance of a physical stock certificate as specified for such Holder pursuant to the Delivery Instructions set forth on such Holder’s signature page to the Agreement. For clarity, the issuance of Additional Closing Shares pursuant to this Section 1(b) shall not occur unless the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders and, with respect to each Holder, unless such Holder executes and delivers to the Company an Additional Release by the earlier of Closing: (i) the 15th business day following Company shall deliver one or more certificates representing the Company’s disclosure on a Form 8-K filed with Investor Series D Shares to the Securities and Exchange Commission (“SEC”) of the voting results of the 2017 Annual Meeting of Shareholders Investor, and (ii) the 15th business day following a written request from Investor shall deliver the Company to the Holder, following the 2017 Annual Meeting of Shareholders, to execute and deliver an Additional Release Investment Amount to the Company (as applicable, by wire transfer of immediately available funds to an account designated in writing by the “Deadline Company prior to the Additional Closing Date”).

Additional Closing. Contingent The Company and effective upon the receipt by Investor set forth on Schedule II (the Company “Additional Closing Investor”) mutually agree that there shall be an additional closing (the “Additional Closing”, and together with the Initial Closing, each a “Closing”) of the Requisite Shareholder Approval (as defined below) and, with respect to each Holder if purchase and sale of the Requisite Shareholder Approval is received, the execution and delivery by such Holder of an Additional Release (as defined below), the Company will instruct its transfer agent within five business days after the Company’s receipt from such Holder of a duly executed Additional Release, to transfer to such Holder the corresponding number of shares of Common Stock Offered Shares set forth opposite such Holder’s name on Exhibit B Schedule II attached hereto (the “Additional Shares”, and together with the Initial Shares, the “Offered Shares”) on November 25, 2025 or on such earlier date and time as the parties may mutually agree (the “Additional Closing Shares” Date”, and together with the Initial Closing SharesDate, each a “Closing Date”). Subject and pursuant to the terms and conditions set forth herein, the Company agrees that it shall issue and sell to solely to such Additional Closing Investor (and to no other Investor) pursuant to the Prospectus, and such Additional Closing Investor agrees that it shall purchase from the Company, such Additional Shares on the Additional Closing Date. The aggregate purchase price for the Additional Shares (the “Aggregate Additional Purchase Price”, and together with the Aggregate Initial Purchase Price, the “Shares” and such issuance, the “Additional Closing” Aggregate Purchase Price”) and the date purchase price per Additional Share are set forth on Schedule II hereto. The Additional Closing shall take place at the offices of B▇▇▇▇ ▇▇▇▇ L▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ LLP located at One Metropolitan Square, 2▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇▇ ▇▇▇▇, ▇▇. ▇▇▇▇▇, ▇▇▇▇▇▇▇▇ (or such issuance, other location (including by taking place remotely by electronic transfer of the “Closing documentation) as the parties may agree upon) at 10:00 A.M. on the Additional Closing Date”) either through electronic book entry credit or . For purposes of clarity, there shall be no additional conditions relating to such Additional Closing other than those conditions of the issuance of a physical stock certificate as specified for such Holder pursuant to the Delivery Instructions Company set forth on in Section 4(a) and those conditions such Holder’s signature page to the Agreement. For clarity, the issuance of Additional Closing Shares pursuant to this Investor as set forth in Section 1(b4(b)(1)-(4) shall not occur unless the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders and, with respect to each Holder, unless such Holder executes and delivers to the Company an Additional Release by the earlier of (i) the 15th business day following the Company’s disclosure on a Form 8-K filed with the Securities and Exchange Commission (“SEC”) of the voting results of the 2017 Annual Meeting of Shareholders and (ii7) the 15th business day following a written request from the Company to the Holder, following the 2017 Annual Meeting of Shareholders, to execute and deliver an Additional Release to the Company (as applicable, the “Deadline Date”)hereof.

Additional Closing. Contingent (a) At any time following the Closing through and effective upon the receipt by the Company of the Requisite Shareholder Approval (as defined below) andincluding March 31, with respect to each Holder if the Requisite Shareholder Approval is received, the execution and delivery by such Holder of an Additional Release (as defined below)2013, the Company will instruct its transfer agent within five business days after the Company’s receipt from such Holder of a duly executed Additional Release, to transfer to such Holder the number of may sell additional shares of Common Series C Preferred Stock set forth opposite such Holder’s name on Exhibit B hereto (the “Additional Closing Shares’”), at a purchase price of $4.00 per share, to one or more investor(s) (each an “Additional Investor” and together with the Initial Closing Shares, the “Shares” and such issuancecollectively, the “Additional Investors”) acceptable to: (i) a majority of the Company’s board of directors; and (ii) the Majority Investors. (b) Each closing of the purchase, sale and issuance of Additional Shares to the Additional Investor(s) (each, an “Additional Closing” ”) shall take place at the offices of the Company at 10:00 a.m. on such date as the Company and the date of Additional Investor(s) participating in such issuance, Additional Closing may agree either orally or in writing (the “Additional Closing Date”) either through electronic book entry credit or ). At each Additional Closing, the issuance Company shall deliver to each Additional Investor participating in the Additional Closing a certificate in such Additional Investor’s name representing the shares of a physical stock certificate Series C Preferred Stock purchased by such Additional Investor at such Additional Closing, against payment of the purchase price as specified for such Holder pursuant provided in Section 1.2. Notwithstanding anything to the Delivery Instructions contrary set forth on such Holder’s signature page to herein, this Agreement, including, without limitation, Exhibit A hereto, may be amended by the Agreement. For clarity, Company without the consent of any Investors to: (i) reflect the issuance of Additional Closing Shares pursuant to this Section 1(b) shall not occur unless the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders and, with respect to each Holder, unless such Holder executes and delivers to the Company an Additional Release by the earlier of (i) the 15th business day following the Company’s disclosure on a Form 8-K filed with the Securities and Exchange Commission (“SEC”) of the voting results of the 2017 Annual Meeting of Shareholders Closing; and (ii) upon the 15th business day following execution by an Additional Investor of a written request from the Company to the Holder, following the 2017 Annual Meeting of Shareholderscounterpart signature page hereto, to execute and deliver include such Additional Investor on Exhibit A (a) under the heading “Additional Closing” reflecting the number of shares of Series C Preferred Stock purchased by such Additional Investor at each Additional Closing. Upon the execution by such Additional Investor of a counterpart signature page hereto, such Additional Investor shall be deemed to be an Additional Release to the Company (as applicable, the “Deadline Date”)Investor” for all purposes under this Agreement.

Additional Closing. Contingent and effective upon Subject to the receipt by the Company satisfaction (or waiver) of the Requisite Shareholder Approval Additional Notice Conditions (as defined below) andand the conditions set forth in Sections 6(b) and 7(b) below (the “Additional Closing Conditions”), at any time after the Exchange Closing Date, the Company may deliver one or more written notices at any time less than $3,000,000 in aggregate principal amount of Notes remain outstanding (each, an “Additional Closing Notice”, and the date of each Additional Closing Notice, each, an “Additional Closing Notice Date”) to the Buyers, with respect a copy to each Holder if the Requisite Shareholder Approval is receivedTrustee, executed by the execution and delivery by such Holder chief executive officer or chief financial officer of an the Company, (A) certifying that the Company has satisfied the Additional Release Closing Volume Condition (as defined below), the Additional Closing Price Condition (as defined below) as of such Additional Closing Notice Date and (II) no Equity Conditions Failure (as defined below) exists (or detailing any such Equity Conditions Failure and specifying that no Additional Closing shall occur unless the Buyers waive such Equity Conditions Failure) as of such Additional Closing Notice Date (the “Additional Notice Conditions”), (B) confirming the aggregate principal amount of the Additional Notes to be purchased by the Buyers (which, with respect to any given Additional Closing, shall not exceed $25,000,000 in the aggregate (or such other amount as the Company will instruct its transfer agent within five business days after and the Company’s receipt from Buyers shall mutually agree)), the pro rata amount to be purchased by such Holder Buyer (which, together with the aggregate principal amount of a duly executed any Additional ReleaseNotes issued at any prior Additional Closings, to transfer to such Holder shall not exceed the number of shares of Common Stock maximum aggregate principal amount as set forth opposite such HolderBuyer’s name in column (3) on Exhibit B hereto the Schedule of Buyers), (C) setting forth the proposed Additional Closing Date (which shall be the fifth (5th) 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 SharesDate,” and together with the Initial Closing SharesDate and the Exchange Closing Date, each, a “Closing Date”) and (D) attaching the draft applicable additional Supplemental Indenture and Prospectus Supplement (as defined below) with respect thereto. Each Additional Closing Notice shall be irrevocable. For the avoidance of doubt, the “Shares” and such issuanceBuyers shall not be required to consummate any Additional Closing if on the Additional Closing Date if the Additional Closing Volume Condition, the “Additional Closing” and Closing Price Condition or any Additional Notice Condition or Additional Closing Condition, as applicable, has not been satisfied in full. The Company’s rights to effect any Additional Closings hereunder shall terminate upon the first anniversary of the date hereof (or such earlier date as the Company shall determine, in its sole discretion, by delivery of such issuance, a written notice to the Buyers) (the “Additional Closing Date”) either through electronic book entry credit or the issuance of a physical stock certificate as specified for such Holder pursuant to the Delivery Instructions set forth on such Holder’s signature page to the Agreement. For clarity, the issuance of Additional Closing Shares pursuant to this Section 1(b) shall not occur unless the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders and, with respect to each Holder, unless such Holder executes and delivers to the Company an Additional Release by the earlier of (i) the 15th business day following the Company’s disclosure on a Form 8-K filed with the Securities and Exchange Commission (“SEC”) of the voting results of the 2017 Annual Meeting of Shareholders and (ii) the 15th business day following a written request from the Company to the Holder, following the 2017 Annual Meeting of Shareholders, to execute and deliver an Additional Release to the Company (as applicable, the “Deadline Expiration Date”).

Additional Closing. Contingent and effective upon If the receipt by the Company aggregate principal amount of the Requisite Shareholder Approval Notes purchased at the First Closing is less than $18,372,132, then at any time on or before the earlier of the consummation of a Qualified Financing (as defined below) andin the Notes), the filing of a public registration statement with respect to each Holder if the Requisite Shareholder Approval is received, the execution and delivery by such Holder of an Additional Release IPO (as defined belowin the Notes), Liquidation Event or Deemed Liquidation Event (each as defined in the Notes), or July 31, 2018 (the “Outside Date”), or such later date as is approved by the Investors holding at least 60% of the then-outstanding and unpaid principal and interest under all Notes (the “Requisite Investors”), the Company will instruct its transfer agent within five business days after may sell up to the Company’s receipt from such Holder balance of a duly executed Additional Release, to transfer to such Holder the number of shares of Common Stock set forth opposite such Holder’s name on Exhibit B hereto authorized Notes not sold at the First Closing in one additional closing (the “Additional Closing Shares” and together with the Initial Closing Shares, the “Shares” and such issuance, the “Additional Closing” and each of the First Closing and the Additional Closing, a “Closing”) to Chengdu ▇▇▇▇▇ Genomics Technology Co., Ltd. or its Affiliate (“▇▇▇▇▇”), up to the amount set forth on EXHIBIT C attached hereto. In addition to the other closing conditions set forth in this Agreement, the Additional Closing with ▇▇▇▇▇ shall be subject to (i) ▇▇▇▇▇’▇ receipt of internal approval and authorization for the transactions contemplated under the Purchase Agreement, (ii) ▇▇▇▇▇’▇ receipt of any and all approvals or notices of record filing from the Ministry of Commerce, State Administration of Foreign Exchange and the National Development and Reform Commission of China, relating to the transactions contemplated under the Purchase Agreement, and (iii) no material adverse effect relating to the Company’s business, properties, assets, or operations, taken as a whole, existing at the time of the Additional Closing with ▇▇▇▇▇. Upon signing a counterpart signature page to this Agreement and its purchase of a Note at the Additional Closing, ▇▇▇▇▇ shall become a party to this Agreement and shall be deemed to be an “Investor” for all purposes under this Agreement, and the Schedule of Investors attached hereto shall be amended to reflect the amount ▇▇▇▇▇ has agreed to lend the Company in the column entitled “Additional Closing Loan Amount” (such amount and the First Closing Investors’ “First Closing Loan Amount,” a “Loan Amount”). The loan made at the Additional Closing shall be made on the terms and conditions set forth in this Agreement, and the representations and warranties of the Company set forth in Section 3 hereof and the representations and warranties of the Investors set forth in Section 4 hereof shall speak as of the date of such issuance, the “Additional Closing Date”) either through electronic book entry credit or the issuance of a physical stock certificate as specified for such Holder pursuant to the Delivery Instructions set forth on such Holder’s signature page to the AgreementClosing. For clarity, the issuance of Additional Closing Shares Any Note issued pursuant to this Section 1(b) shall not occur unless be deemed to be a “Note” for all purposes under this Agreement. On the Requisite Shareholder Approval is obtained at the Company’s 2017 Annual Meeting of Shareholders andAdditional Closing Date (as defined below), with respect to each Holder, unless such Holder executes and delivers ▇▇▇▇▇ shall lend to the Company an at the Additional Release Closing the amount set forth opposite its name under the column entitled “Additional Closing Loan Amount” on the Schedule of Investors attached hereto (as may be amended as described above) against the issuance and delivery by the earlier Company of (i) the 15th business day following the Company’s disclosure on a Form 8-K filed with the Securities and Exchange Commission (“SECNote for such Loan Amount.”) of the voting results of the 2017 Annual Meeting of Shareholders and (ii) the 15th business day following a written request from the Company to the Holder, following the 2017 Annual Meeting of Shareholders, to execute and deliver an Additional Release to the Company (as applicable, the “Deadline Date” 4. Section 2(a).