Common use of Mechanics of Prepayment at Option of Holder Upon Major Transaction Clause in Contracts

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event prior to the public announcement of such Major Transaction, the Makers shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other Holders. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the ten (10) day period prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the Makers, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders any holder of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note the holder’s Notes then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note the Notes that the Holder such holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b3.6(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) 15 days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Company shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) 10 days prior to a Major Transaction, at any time during the ten (10) day period within 10 days prior to a Major Transaction), the Holder of this the Note and the Other Holders of the Other Notes then outstanding may require the Makers Company to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this the Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersCompany, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b3.6(c) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders any holder of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note the holder’s Notes then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note the Notes that the Holder such holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other Holders. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen twenty (1520) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders any holder of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note the holder’s Notes then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note the Notes that the Holder such holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b3.6(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“"Notice of Major Transaction”") to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders any holder of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note the holder's Notes then outstanding by delivering written notice thereof via facsimile and overnight courier (“"Notice of Prepayment at Option of Holder Upon Major Transaction”") to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note the Notes that the Holder such holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“"Notice of Major Transaction”") to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders any holder of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note the holder's Notes then outstanding by delivering written notice thereof via facsimile and overnight courier (“"Notice of Prepayment at Option of Holder Upon Major Transaction”") to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount number of this Note Notes that the Holder such holder is electing to have prepaid prepay and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersHolder. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of the Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b3.1(a) aboveabove provided that the Holder shall not be permitted to deliver a Notice of Prepayment at Option of Holder Upon Major Transaction unless each other Investor (other than RJC) also delivers a Notice of Prepayment at Option of Holder Upon Major Transaction.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to concurrently with the consummation of such Major Transaction, all or any portion of this Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b3.1(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders any holder of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note the holder's Notes then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note the Notes that the Holder such holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b3.5(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“"Notice of Major Transaction”") to the Holder of this Note and the Other Holders. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“"Notice of Prepayment at Option of Holder Upon Major Transaction”") to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, and provided that all obligations of the Makers under the Platinum Agreements have been satisfied the Makers shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this the Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the Makers, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this the Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b3.6(b) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders any holder of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note the holder’s Notes then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note the Notes that the Holder such holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) above.. Series D Senior Convertible Promissory Note

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this the Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of the Holder Upon Major Transaction”) to the Makers, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b4.1(a) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“"Notice of Major Transaction”") to the Holder of this Note and the Other Holders. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the ten (10) day period prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note then outstanding by delivering written notice thereof via facsimile and overnight courier (“"Notice of Prepayment at Option of Holder Upon Major Transaction”") to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) above3.7(b)above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders any holder of the Other Notes then outstanding may require the Makers Maker to prepay, effective immediately prior to the consummation of such Major Transaction, all or any portion of this Note the holder’s Notes then outstanding by delivering written notice thereof via facsimile and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note the Notes that the Holder such holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b3.6(a) above.

Mechanics of Prepayment at Option of Holder Upon Major Transaction. No sooner than fifteen (15) days nor later than ten (10) days prior to the consummation of a Major Transaction, but in no event not prior to the public announcement of such Major Transaction, the Makers Maker shall deliver written notice thereof via facsimile and overnight courier (“Notice of Major Transaction”) to the Holder of this Note and the Other HoldersNote. At any time after receipt of a Notice of Major Transaction (or, in the event a Notice of Major Transaction is not delivered at least ten (10) days prior to a Major Transaction, at any time during the within ten (10) day period days prior to a Major Transaction), the Holder of this Note and the Other Holders of the Other Notes then outstanding may require the Makers Maker to prepayprepay this Note, effective immediately prior to or contemporaneous with the consummation of such Major Transaction, all or any portion of this Note then outstanding by delivering written notice thereof via facsimile email and overnight courier (“Notice of Prepayment at Option of Holder Upon Major Transaction”) to the MakersMaker, which Notice of Prepayment at Option of Holder Upon Major Transaction shall indicate (i) the principal amount of this Note that the Holder is electing to have prepaid and (ii) the applicable Major Transaction Prepayment Price, as calculated pursuant to Section 3.7(b) 3.6.1 above.