Common use of Prepayment Upon an Event of Default Clause in Contracts

Prepayment Upon an Event of Default. Notwithstanding anything to the contrary contained herein, upon the occurrence of an Event of Default and after receiving a written notice from Company indicating that the Company received written notice from the Holders holding at least two-thirds of the principal amount of the then outstanding [B/C/D/E] Notes (including [B/C/D/E] Notes that have been issued by way of payment in kind) declaring that: (A) an Event of Default has occurred; and (B) the Holders may take any action they are legally entitled to take; the Holder shall have the right, at the Holder’s option, to require the Maker to prepay all or a portion of this Note in cash at a price equal to the sum of (i) the greater of (A) one hundred percent (100%) of the aggregate principal amount of this Note plus all accrued and unpaid interest and (B) (I) the aggregate principal amount of this Note plus all accrued but unpaid interest hereon, divided by (II) the Conversion Price on (x) the date the Prepayment Price (as defined below) is demanded or otherwise due or (y) the date the Prepayment Price is paid in full, whichever is less, multiplied by (III) the Daily Closing Price on (1) the date the Prepayment Price is demanded or otherwise due, or (2) the date the Prepayment Price is paid in full, or (3) the date immediately prior to the occurrence of such Event of Default, whichever is greatest, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of this Note and the other Transaction Documents (the “Prepayment Price”). The Company shall provide the Holders written notice within one (1) Trading Day from the date that it received written notice from the Holders of at least two-thirds of the principal amount of the then outstanding [B/C/D/E] Notes (including [B/C/D/E] Notes that have been issued by way of payment in kind and the [B/C/D/E] Notes issuable upon exercise of warrants (for clarity, even if any such warrants have not yet been exercised, the underlying [B/C/D/E] Notes will be considered outstanding for this purpose)), declaring that an Event of Default has occurred.”

Prepayment Upon an Event of Default. Notwithstanding anything to the contrary contained herein, upon the occurrence of an Event of Default Default, the Agent, at any time prior to the full release of the security interest in the Collateral, and thereafter, the Holder, shall have the right, after receiving a written notice from Company indicating that the Company received written notice from the Holders holding of at least two-two thirds of the combined principal amount of the then outstanding [BG/CH] Notes, including the [G/D/E] Notes (including [B/C/D/EH] Notes that have been issued by way of payment of interest in kindkind and the Notes issuable upon exercise of warrants to purchase additional [G/H] Notes (for clarity, the underlying [G/H] Notes of unexercised warrants to purchase additional [G/H] Notes will be considered outstanding for purposes of this section) declaring that: (A) that an Event of Default has occurred; occurred and (B) the Holders may take any action they are legally entitled to take; the Holder shall have the rightexercise their rights under this Section 3.5(a), at the Holder’s option, option to require the Maker to prepay all or a portion of this [G/H] Note in cash at a price equal to the sum of (i) the greater of (A) one hundred percent (100%) of the aggregate principal amount of this [G/H] Note plus all accrued and unpaid interest and (B) (I) the aggregate principal amount of this [G/H] Note plus all accrued but unpaid interest hereon, divided by (II) the Conversion Price on (x) the date the Prepayment Price (as defined below) is demanded or otherwise due or (y) the date the Prepayment Price is paid in full, whichever is less, multiplied by (III) the Daily Closing Price on (1) the date the Prepayment Price is demanded or otherwise due, or (2) the date the Prepayment Price is paid in full, or (3) the date immediately prior to the occurrence of such Event of Default, whichever is greatest, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of this [G/H] Note and the other Transaction Documents (the “Prepayment Price”). The Company shall provide the Holders written notice within one (1) Trading Day from the date that it received written notice from the Holders of at least two-two thirds of the combined principal amount of the then outstanding [BG/CH] Notes, including the [G/D/E] Notes (including [B/C/D/EH] Notes that have been issued by way of payment of interest in kind and the [BG/C/D/EH] Notes issuable upon exercise of the warrants (for clarity, even if any such warrants have not yet been exercised, the underlying to purchase additional [BG/C/D/EH] Notes will be considered outstanding for this purpose)), declaring that an Event of Default has occurred.”

Prepayment Upon an Event of Default. Notwithstanding anything to the contrary contained herein, upon the occurrence of an Event of Default and after receiving a written notice from Company indicating that the Company received written notice from the Holders holding at least two-thirds of the principal amount of the then outstanding [B/C/D/E] Notes (including [B/C/D/E] the Notes that have been issued by way of payment of interest in kind) declaring that: (A) an Event of Default has occurred; and (B) the Holders may take any action they are legally entitled to take; the Holder shall have the right, at the Holder’s option, to require the Maker to prepay all or a portion of this Note in cash at a price equal to the sum of (i) the greater of (A) one hundred percent (100%) of the aggregate principal amount of this Note plus all accrued and unpaid interest and (B) (I) the aggregate principal amount of this Note plus all accrued but unpaid interest hereon, divided by (II) the Conversion Price on (x) the date the Prepayment Price (as defined below) is demanded or otherwise due or (y) the date the Prepayment Price is paid in full, whichever is less, multiplied by (III) the Daily Closing Price VWAP on (1x) the date the Prepayment Price is demanded or otherwise due, or and (2y) the date the Prepayment Price is paid in full, or (3) the date immediately prior to the occurrence of such Event of Default, whichever is greatestgreater, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of this Note and the other Transaction Documents (the “Prepayment Price”). The Company shall provide the Holders written notice within one (1) Trading Day from the date that it received written notice from the Holders of at least two-thirds of the principal amount of the then outstanding [B/C/D/E] Notes (Notes, including [B/C/D/E] the Notes that have been issued by way of payment of interest in kind and the [B/C/D/E] Notes issuable upon exercise of warrants (for clarity, even if any such warrants have not yet been exercised, the underlying [B/C/D/E] Notes will be considered outstanding for this purpose))kind, declaring that an Event of Default has occurred.”

Prepayment Upon an Event of Default. Notwithstanding anything to the contrary contained herein, upon the occurrence of an Event of Default and after receiving a written notice from Company indicating that the Company received written notice from the Holders holding at least two-thirds of the principal amount of the then outstanding [B/C/D/E] Notes (including [B/C/D/E] the Notes that have been issued by way of payment of interest in kind) declaring that: (A) an Event of Default has occurred; and (B) the Holders may take any action they are legally entitled to take; the Holder shall have the right, at the Holder’s option, to require the Maker to prepay all or a portion of this Note in cash at a price equal to the sum of (i) the greater of (A) one hundred percent (100%) of the aggregate principal amount of this Note plus all accrued and unpaid interest and (B) (I) the aggregate principal amount of this Note plus all accrued but unpaid interest hereon, divided by (II) the Conversion Price on (x) the date the Prepayment Price (as defined below) is demanded or otherwise due or (y) the date the Prepayment Price is paid in full, whichever is less, multiplied by (III) the Daily Closing Price VWAP on (1x) the date the Prepayment Price is demanded or otherwise due, or and (2y) the date the Prepayment Price is paid in full, whichever is greater; provided that if the Event of Default is under Section 2.1(l) or (3k) of this Note, the Daily VWAP shall be as of the date immediately prior to the occurrence of such Event of Default, whichever is greatest, and (ii) all other amounts, costs, expenses and liquidated damages due in respect of this Note and the other Transaction Documents (the “Prepayment Price”). The Company shall provide the Holders written notice within one (1) Trading Day from the date that it received written notice from the Holders of at least two-thirds of the principal amount of the then outstanding [B/C/D/E] Notes (Notes, including [B/C/D/E] the Notes that have been issued by way of payment of interest in kind and the [B/C/D/E] Notes issuable upon exercise of warrants (for clarity, even if any such warrants have not yet been exercised, the underlying [B/C/D/E] Notes will be considered outstanding for this purpose))kind, declaring that an Event of Default has occurred.”