Common use of Authorization; Closing Clause in Contracts

Authorization; Closing. Issuer has, on or prior to the date of this Agreement, caused the Certificate of Determination setting forth the rights, preferences and privileges of the Series F Convertible Preferred Stock ("Series F Preferred"), in the form attached as Exhibit B (the "Certificate"), to be filed with the California Secretary of State. Subject to and upon the terms and conditions of this Agreement, at the Closing, Issuer shall sell to Note Sellers 1,609.447 shares of Series F Preferred (the "Shares"). At the Closing, Issuer shall deliver to Note Sellers the Shares by delivery to Note Sellers of stock certificate(s) representing the Shares and Sellers shall deliver the Notes endorsed in blank. The consummation of the purchase and sale of the Notes (the "Closing") shall take place at the Note Sellers' offices located at 1800 Avenue of the Stars, Second Floor, Los Angeles, Cal▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇ ▇▇ ▇▇▇▇ other date or at such other time as the parties may mutually agree. At the Closing, (i) Note Sellers shall deliver the Notes and (ii) Issuer shall deliver the stock certificate(s) representing the Shares.

Authorization; Closing. Issuer has, on or prior to the date of this Agreement, caused the Certificate of Determination setting forth the rights, preferences and privileges of the Series F Convertible Preferred Stock ("Series F Preferred"), in the form attached as Exhibit B (the "Certificate"), to be filed with the California Secretary of State. Subject to and upon the terms and conditions of this Agreement, at the Closing, Issuer shall sell to Note Sellers 1,609.447 1,690.447 shares of Series F Preferred (the "Shares"). At the Closing, Issuer shall deliver to Note Sellers the Shares by delivery to Note Sellers of stock certificate(s) representing the Shares and Sellers shall deliver the Notes endorsed in blank. The consummation of the purchase and sale of the Notes (the "Closing") shall take place at the Note Sellers' offices located at 1800 Avenue of the Stars, Second Floor, Los Angeles, Cal▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇▇ ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇▇ ▇▇ ▇▇▇▇ other date or at such other time as the parties may mutually agree. At the Closing, (i) Note Sellers shall deliver the Notes and (ii) Issuer shall deliver the stock certificate(s) representing the Shares.