Common use of Additional Finance Clause in Contracts

Additional Finance. The parties agree that if it requires any additional finance, the JV shall be financed, so far as practicable, from external funding sources and on terms to be agreed by the Board, the parties and any relevant third parties and that any security required in relation to such external funding shall be provided by the JV. From and after the Closing, neither Shareholder shall be obligated to make any capital contribution, in cash or otherwise, to the JV or to provide any loan, loan guaranty or other financial assistance or support on behalf of the JV. In the event the JV requires any additional funding for its operations and other activities, the JV may, subject to clause 6, (a) seek additional financing in the form of debt financing from banks and other financial institutions on commercially reasonable terms without requiring any credit support provided by any Shareholder (unless otherwise agreed in writing by the Shareholders) or (b) seek such additional financing from the Major Shareholders in debt or equity as agreed to by the Major Shareholders, which, unless otherwise agreed to in writing by the Major Shareholders, shall be on a pro rata basis based on each Major Shareholder’s Pro Rata Portion at the time of such financing. In the event Guardant determines, in its reasonable discretion, to raise additional funds for the purpose of purchasing its Major Shareholder’s Pro Rata Portion of any additional financing by the JV, SoftBank agrees not to knowingly and intentionally (a) take any unreasonable action, or (b) commit any unreasonable omission, in either case in its capacity as a stockholder of Guardant, the failure of which would prohibit or materially impede Guardant’s ability to engage in any such additional financing; provided, however, that nothing herein shall obligate SoftBank to participate in any Guardant financing as an investor.

Additional Finance. The parties agree 7.1 It is agreed that if it requires any additional finance, the JV prime objective of the Parties and of the Company shall be financed, so far as practicable, from external funding sources and on terms to be agreed arrive at a position at the earliest opportunity where subscriptions by the Board, the parties and any relevant third parties and that any security required in relation to such external funding shall be provided by the JV. From and after the Closing, neither Shareholder shall be obligated to make any capital contribution, in cash or otherwise, customers to the JV or to provide any loan, loan guaranty or other financial assistance or support on behalf of Utility make the JVCompany self-funding. In the event the JV requires any additional funding for its operations and other activities, the JV may, subject to clause 6, (a) seek additional financing in the form of debt financing from banks and other financial institutions on commercially reasonable terms without requiring any credit support provided by any Shareholder (unless otherwise agreed in writing by the Shareholders) or (b) seek such additional financing from the Major Shareholders in debt or equity as agreed to by the Major Shareholders, which, unless otherwise agreed to in writing by the Major Shareholders, shall be on a pro rata basis based on each Major Shareholder’s Pro Rata Portion at the time of such financing. In the event Guardant determines, in its reasonable discretion, to raise additional funds for the purpose of purchasing its Major Shareholder’s Pro Rata Portion of any additional financing by the JV, SoftBank agrees not to knowingly and intentionally (a) take any unreasonable action, or (b) commit any unreasonable omission, in either case in its capacity as a stockholder of Guardant, the failure of which would prohibit or materially impede Guardant’s ability to engage in any such additional financing; providedIt is acknowledged, however, that nothing herein there is no guarantee that sufficient revenue streams will be generated sufficiently quickly and that further development capital may be required. 7.2 Any additional funding requirements, either by way of working capital or for specific capital expenses, shall obligate SoftBank be raised from such source(s), by such means and on such terms as the Board resolves, it being acknowledged that there is no further obligation on CMT or any other Shareholder to participate provide any such further funds as may be required beyond those referred to in clause 6.2. 7.3 It is agreed between the Parties that if CMT or any Guardant financing other Shareholder were to decide that it or they should provide further funding as an investornecessary, then unless otherwise unanimously agreed between the Parties, this further injection of funds will not change the equity structure of the Company and that other financial instruments such as loans may be used for this purpose, as approved by the Board. 7.4 In the event that there is a requirement for further funding for the Company and if CMT is unable or unwilling to provide or procure the provision from a third party of such funding on terms reasonably acceptable to the Board within two months of receiving a written approach in this respect from the Board then CKW shall have the option to purchase all of CMT’s Shareholding in consideration of the payment by CKW to CMT of a sum equivalent to CMT’s full investment in the Company (whether by subscription or loans and including for the avoidance of doubt annualised interest on the cost of such funds to CMT). Such option must be exercised by CKW giving written notice to that effect within the period of two (2) months following CMT having notified CKW that it is unwilling or unable to make any such further investment as may be required and the purchase of CMT’s Shareholding shall be completed within 28 days thereafter (or such other extended period as CKW and CMT may agree). 7.5 If CKW is unwilling or unable to purchase CMT’s Shareholding as provided in clause 7.4 but CMT and CKW unanimously decide that they should seek further capital investment for the Company, then all Shareholders agree to look for third-party investment into the Company with the understanding that there may be dilution of their respective Shareholdings if a third party investor is secured who is willing to invest in the Company.