Common use of Backstop Agreement Clause in Contracts

Backstop Agreement. In connection with the conduct of the Rights Offering, Alloy and ▇▇▇▇▇*s have entered into the Backstop Agreement with MLF, pursuant to which MLF has agreed to cause its Affiliates to exercise all of the Rights distributed to them in the Rights Offering (the “MLF Rights”) and to purchase all shares of ▇▇▇▇▇*s Common Stock underlying the MLF Rights at the Subscription Price. Additionally, MLF has agreed that if, at the end of the exercise period for the Rights, there are Rights of other ▇▇▇▇▇*s stockholders that remain unexercised (the “Unexercised Rights”), MLF shall, at the request of ▇▇▇▇▇*s and subject to the provisions of the Backstop Agreement, purchase, or cause certain of its Affiliates to purchase, all of the shares of ▇▇▇▇▇*s Common Stock underlying all Unexercised Rights at the Subscription Price. There will be no rights of oversubscription offered to any of ▇▇▇▇▇*s stockholders other than those provided to MLF pursuant to the Backstop Agreement.