Common use of Acceleration of Installment Amounts Clause in Contracts

Acceleration of Installment Amounts. Notwithstanding anything herein to the contrary, at any time during the period commencing on an Installment Date (a “Current Installment Date”) and ending on the Trading Day immediately prior to the next Installment Date (each, an “Installment Period”), but solely to the extent the Company has elected an Installment Conversion with respect to such Current Installment Date, at the option of the Holder, at one or more times, the Holder may convert other Installment Amounts (each, an “Acceleration”, and each such amount, an “Acceleration Amount”), in whole or in part, at the Installment Conversion Price of such Current Installment Date in accordance with the conversion procedures set forth in Section 3 hereunder, mutatis mutandis; provided, that if a Conversion Floor Price Condition exists and the Company and the Holder have mutually waived the Equity Conditions with respect to such Price Failure to permit an Installment Conversion, in whole or in part, with respect to such Current Installment Date, with each Acceleration the Company shall also deliver to the Holder the Acceleration Floor Amount on the applicable Share Delivery Deadline. Notwithstanding the foregoing, with respect to any given Installment Period, the Holder may not elect to effect any Acceleration (a “Current Acceleration”) during such Installment Period if the sum of (x) the Acceleration Amounts with respect to Accelerations previously consummated by the Holder during the applicable Installment Period and (y) the Acceleration Amount of such Current Acceleration, collectively, exceeds three (3) times the Installment Amount with respect to such Current Installment Date.

Acceleration of Installment Amounts. Notwithstanding anything herein any provision of this Section 9 to the contrary, at but subject to Section 4(d), with respect to any time given Installment Date (the “Current Installment Date”), during the period commencing on an the Installment Notice Due Date immediately prior to such Current Installment Date (a “Current Installment Date”) and ending on the Trading Day immediately prior to the next Installment Date (each, an “Installment Period”), but solely to the extent the Company has elected an Installment Conversion with respect to such Current Installment Dateeach Holder may elect, at the its option of the Holderand in its sole discretion, at one or more timestimes in such Installment Period, the Holder may to convert other Installment Amounts Preferred Shares (each, an “Acceleration”, and each such amountaggregate number of Preferred Shares in an Acceleration, each, an “Acceleration Amount”), in whole or in part, at the Installment Conversion Price of such Current Installment Date in accordance with the conversion procedures set forth in Section 3 4 hereunder, mutatis mutandis; provided, that if a Conversion Floor Price Condition exists and the Company and the Holder have mutually waived the Equity Conditions with respect to such Price Failure to permit an Installment Conversion, in whole or in part, with respect to such Current Installment Date, with each Acceleration the Company shall also deliver to the Holder the Acceleration Floor Amount on the applicable Share Delivery Deadline. Notwithstanding the foregoing, with respect to any given Installment Period, the Holder may not elect to effect any Acceleration (a “Current Acceleration”) during such Installment Period if the sum of (xi) the Conversion Amount of the aggregate number of Preferred Shares subject to Acceleration Amounts with respect to Accelerations previously consummated by the Holder during the applicable in such Installment Period and exceeds in the aggregate 300% of the Installment Amount (ynot including any Deferral Amounts or Acceleration Amounts) the Acceleration Amount of for such Current AccelerationInstallment Date (which, for the avoidance of doubt, assuming the Company elects an Installment Conversion for the full Installment Amount, could result in an Installment Conversion and Accelerations that, collectively, represent 400% of the Installment Amount (not including any Deferral Amounts or Acceleration Amounts)), or (ii) the Conversion Amount of the aggregate number of Preferred Shares subject to prior Accelerations exceeds three in the aggregate twelve (312) times the Installment Amount with respect to (not including any Deferral Amounts or Acceleration Amounts) for such Current Installment Date.

Acceleration of Installment Amounts. Notwithstanding anything herein any provision of this Section 8 to the contrary, at any time during but subject to Section 3(d), if the period commencing on Company delivers an Installment Date Notice and confirms, or is deemed to have delivered and confirmed, in whole or in part, an Installment Conversion in accordance with Section 8(a) (each such applicable Installment Date, a “Current Installment Date”) ), during the period commencing on the Installment Notice Due Date immediately prior to such applicable Current Installment Date and ending on the Trading Day immediately prior to the next Installment Date (each, an “Installment Period”), but solely the Holder may elect, at its option and in its sole discretion, at one or more times in such Installment Period, (x) if such election is made prior to third (3rd) Trading Day immediately prior to such Current Installment Date (each, a “Pre-Delivery Acceleration Expiration Date”), to increase the extent the Company has elected an Installment Conversion Amount (and related Installment Amount) with respect to such Current Installment Date in which case, such Acceleration Amount(s) (as defined below) shall be added to, and become part of, the Installment Amount as such Installment Amount may have been increased pursuant to the terms hereof, payable on such applicable Installment Date by including such Acceleration Amount(s) in the Installment Amount for the applicable Installment Date and shall be payable in Common Stock by including such Acceleration Amount(s) in the Installment Conversion Amount for the applicable Installment Date and (y) if such election is made on or after the Pre-Delivery Acceleration Expiration Date, at the option of the Holder, at one or more times, the Holder may to convert other Installment Amounts as of such election date (each, an “Acceleration”, and each such amountamount of acceleration or conversion, as applicable, an “Acceleration Amount”, and each such election date, an “Acceleration Date”), in whole or in part, at the Installment Conversion Price of such Current Installment Date (with “Installment Conversion Price” replacing “Conversion Price” and the “Acceleration Date” replacing “Conversion Date” for all purposes hereunder with respect to such Acceleration) in accordance with the conversion procedures set forth in Section 3 hereunder, mutatis mutandis; provided, that if a Conversion Floor Price Condition exists and the Company and . Any such notice delivered by the Holder (each, an “Acceleration Notice”) shall set forth (i) the Acceleration Amount(s), (ii) the applicable Current Installment Date and (iii) the date that such Acceleration Amount(s) should have mutually waived been paid if not for the Equity Conditions Holder’s right to accelerate such Installment Amount(s) pursuant to this Section 8(e). To the extent more than one Installment Period exists as of an Acceleration Date, the Holder shall also elect in such Acceleration Notice which Pre-Installment Conversion Price or Installment Conversion Price, as applicable, shall apply with respect to such Price Failure to permit an Installment Conversion, in whole or in part, with respect to such Current Installment Date, with each Acceleration the Acceleration. The Company shall also deliver Pre-Installment Conversion Shares to the Holder the Acceleration Floor Amount on the applicable Share Delivery Deadline. Notwithstanding the foregoing, with respect to any given Acceleration occurring prior to the Pre-Delivery Acceleration Expiration Date related to, and based on the same Pre-Installment Conversion Price as, the Current Installment Date attributable to such Acceleration as soon as commercially practicable after the applicable Acceleration Date, but no later than the second (2nd) Trading Day after such Acceleration Date. Subject to Section 3(d), until the Company delivers shares of Common Stock representing the applicable Acceleration Amount to the Holder, such Acceleration Amount may be converted by the Holder into shares of Common Stock pursuant to Section 3(c) without regard to this Section 8(e). Notwithstanding anything to the contrary in this Section 8(e), (with respect to each period commencing on an Installment Notice Due Date (the “Current Installment Notice Due Date”) and ending on the Trading Day immediately prior to the next Installment Notice Due Date (each, an “Acceleration Measuring Period”), the Holder may not elect to effect any an Acceleration (a the “Current Acceleration”, and such date of determination, the “Current Acceleration Determination Date”) during such Installment Acceleration Measuring Period if the sum of (x) total adjustments to the Acceleration Amounts Installment Conversion Amount with respect to Accelerations previously consummated by the Holder during the applicable Installment Period and (y) the Acceleration Amount of Date related to such Current Acceleration, collectivelyAcceleration (as adjusted for any other Accelerations and Deferrals during such Acceleration Measuring Period), exceeds three (3) times the Installment Amount with respect to the Installment Date related to such Current Acceleration (without regard to any Accelerations or Deferrals with respect to the Installment DateDate related to such Current Acceleration).

Acceleration of Installment Amounts. Notwithstanding anything herein any provision of this Section 8 to the contrary, at any time but subject to Section 3(d), during the period commencing on an Installment Date (a “Current Installment Date”) and ending on the Trading Day immediately prior to the next Installment Date (each, an “Installment Period”), but solely to the extent the Company has elected an Installment Conversion with respect to such Current Installment Date, at the option of the Holder, at one or more times, the Holder may (a) convert the Installment Amount with respect to the applicable Current Installment Date in which case the Company’s obligations with respect to such Current Installment Date shall be deemed fulfilled and (b) convert other Installment Amounts (each, an “Acceleration”, and each such amount, an “Acceleration Amount”, and the Conversion Date of any such Acceleration, each an “Acceleration Date”), in whole or in part, in the each case of clauses (a) and (b), at the Installment AccelerationAlternate Conversion Price then in effect of such Current Installment Date or Acceleration Date, as applicable in accordance with the conversion procedures set forth in Section 3 hereunderhereunder (with “AccelerationAlternate Conversion Price” replacing “Conversion Price” for all purposes therein), mutatis mutandis; provided, that if a Conversion Floor Price Condition exists and the Company and the Holder have mutually waived the Equity Conditions with respect to such Price Failure to permit an Installment Conversion, in whole or in part, with respect to such Current Installment Date, with each Acceleration the Company shall also deliver to the Holder the Acceleration Floor Amount on the applicable Share Delivery Deadline. Notwithstanding the foregoing, with respect to any given Installment Period, the Holder may not elect to effect any Acceleration (a “Current Acceleration”) aggregate Accelerations during such Installment Period if in excess of an amount equal to the sum of (x1) the Acceleration Amounts with respect to Accelerations previously consummated by the Holder during applicable Installment Amount for the applicable Installment Period and (y2) the Acceleration Amount of such Current Acceleration, collectively, exceeds three (3) times the Installment Amount with respect an amount equal to such Current Installment Date2.5x thereof.

Acceleration of Installment Amounts. Notwithstanding anything herein any provision of this Section 8 to the contrary, at any time during but subject to Section 3(d), if the period commencing on Company delivers an Installment Date Notice and confirms, or is deemed to have delivered and confirmed, in whole or in part, an Installment Conversion in accordance with Section 8(a) (each such applicable Installment Date, a “Current Installment Date”) ), during the period commencing on the Installment Notice Due Date immediately prior to such applicable Current Installment Date and ending on the Trading Day immediately prior to the next Installment Date (each, an “Installment Period”), but solely the Holder may elect, at its option and in its sole discretion, at one or more times in such Installment Period, either (x) if such election is made prior to third (3rd) Trading Day immediately prior to such Current Installment Date (each, a “Pre-Delivery Acceleration Expiration Date”), to increase the extent the Company has elected an Installment Conversion Amount (and related Installment Amount) with respect to such Current Installment Date in which case, such Acceleration Amount(s) (as defined below) shall be added to, and become part of, the Installment Amount as such Installment Amount may have been increased pursuant to the terms hereof, payable on such applicable Installment Date by including such Acceleration Amount(s) in the Installment Amount for the applicable Installment Date and shall be payable in Common Stock by including such Acceleration Amount(s) in the Installment Conversion Amount for the applicable Installment Date and (y) if such election is made on or after the Pre-Delivery Acceleration Expiration Date, at the option of the Holder, at one or more times, the Holder may to convert other Installment Amounts as of such election date (each, an “Acceleration”, and each such amountamount of acceleration or conversion, as applicable, an “Acceleration Amount”, and each such election date, an “Acceleration Date”), in whole or in part, at the Installment Conversion Price of such Current Installment Date (with “Installment Conversion Price” replacing “Conversion Price” and the “Acceleration Date” replacing “Conversion Date” for all purposes hereunder with respect to such Acceleration) in accordance with the conversion procedures set forth in Section 3 hereunder, mutatis mutandis; provided. Any such notice delivered by the Holder (each, an “Acceleration Notice”) shall set forth (i) the Acceleration Amount(s), (ii) the applicable Current Installment Date and (iii) the date that such Acceleration Amount(s) should have been paid if not for the Holder’s right to accelerate such Installment Amount(s) pursuant to this Section 8(e). To the extent more than one Installment Period exists as of an Acceleration Date, the Holder shall also elect in such Acceleration Notice which Pre-Installment Conversion Price or Installment Conversion Price, as applicable, that if a Conversion Floor Price Condition exists and the Company and the Holder have mutually waived the Equity Conditions shall apply with respect to such Price Failure Acceleration. The Company shall deliver Pre-Installment Conversion Shares to permit an the Holder with respect to any Acceleration occurring prior to the Pre-Delivery Acceleration Expiration Date related to the Current Installment ConversionDate attributable to such Acceleration as soon as commercially practicable after the applicable Acceleration Date, but no later than the second (2nd) Trading Day after such Acceleration Date. Subject to Section 3(d), until the Company delivers shares of Common Stock representing the applicable Acceleration Amount to the Holder, such Acceleration Amount may be converted by the Holder into shares of Common Stock pursuant to Section 3(c) without regard to this Section 8(e). Notwithstanding anything to the contrary in whole or in partthis Section 8(e), with respect to such each period commencing on an Installment Notice Due Date (the “Current Installment Notice Due Date, with each Acceleration ”) and ending on the Company shall also deliver Trading Day immediately prior to the Holder the next Installment Notice Due Date (each, an “Acceleration Floor Amount on the applicable Share Delivery Deadline. Notwithstanding the foregoing, with respect to any given Installment Measuring Period”), the Holder may not elect to effect any an Acceleration (a the “Current Acceleration”, and such date of determination, the “Current Acceleration Determination Date”) during such Installment Acceleration Measuring Period if the sum of (x) the Acceleration Amounts Installment Conversion Amount with respect to Accelerations previously consummated by the Holder during the applicable Installment Period and (y) the Acceleration Amount of Date related to such Current AccelerationAcceleration (as adjusted for such Current Acceleration and any other Accelerations and Deferrals during such Acceleration Measuring Period), collectively, exceeds three five (35) times the Installment Amount with respect to the Installment Date related to such Current Acceleration (without regard to any Accelerations or Deferrals with respect to the Installment DateDate related to such Current Acceleration).

Acceleration of Installment Amounts. Notwithstanding anything herein any provision of this Section 8 to the contrary, at any time but subject to Section 3(d), during the period commencing on an Installment Date (a “Current Installment Date”) and ending on the Trading Day immediately prior to the next Installment Date (each, an “Installment Period”), but solely to the extent the Company has elected an Installment Conversion with respect to such Current Installment Date, at the option of the Holder, at one or more times, the Holder may convert other Installment Amounts (each, an “Acceleration”, and each such amount, an “Acceleration Amount”, and the Conversion Date of any such Acceleration, each an “Acceleration Date”), in whole or in part, at the Installment Acceleration Conversion Price of such Current Installment Date in accordance with the conversion procedures set forth in Section 3 hereunderhereunder (with “Acceleration Conversion Price” replacing “Conversion Price” for all purposes therein), mutatis mutandis; provided, that if a Conversion Floor Price Condition exists and the Company and the Holder have mutually waived the Equity Conditions with respect to such Price Failure to permit an Installment Conversion, in whole or in part, with respect to such Current Installment Acceleration Date, with each Acceleration the Company shall also deliver to the Holder the Acceleration Floor Amount on the applicable Share Delivery Deadline. Notwithstanding anything to the foregoingcontrary in this Section 8(e), with respect to any given each period commencing on an Installment Date and ending on the Trading Day immediately prior to the next Installment Date (each, an “Acceleration Measuring Period”), the Holder may not elect to effect any an Acceleration (a the “Current Acceleration”, and such date of determination, the “Current Acceleration Determination Date”) during such Installment Acceleration Measuring Period if the sum of (x) total adjustments to the Acceleration Amounts Installment Conversion Amount with respect to Accelerations previously consummated by the Holder during the applicable Installment Period and (y) the Acceleration Amount of Date related to such Current Acceleration, collectivelyAcceleration (as adjusted for any other Accelerations and Deferrals during such Acceleration Measuring Period), exceeds three eight (3) 8) times the Installment Amount with respect to the Installment Date related to such Current Installment DateAcceleration.