Common use of Documents to be Delivered at Tranche Closing Clause in Contracts

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Officer’s Certificate and Lock-Up Agreements; (iii) a “Use of Proceeds” certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Opinion and Officer’s Certificate and Lock-Up AgreementsCertificate; (iii) a “Use of Proceeds” certificatecertificate in the form attached hereto as Exhibit D, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Conversion Shares shall have been timely delivered in accordance with pursuant to any Exercise Conversion Notice properly delivered to or by the Company prior to the applicable Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Officer’s Certificate and Lock-Up Agreements; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or by wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Opinion and Officer’s Certificate and Lock-Up AgreementsCertificate; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Officer’s Certificate and Lock-Up Agreements; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; provided that no portion of the Tranche Purchase Price may be used for working capital of the Company and such funds may be used only for designated investments that the Company’s Board of Directors has approved (which designated investments may include working capital for such designated investments); (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Debentures or Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, the Opinion and the Officer’s Certificate Closing Certificate, each dated as of the Tranche Closing Date, and the Lock-Up Agreements; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an authorized officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company automatic exercise of the Warrant prior to the Tranche Closing Date; (v) all Investment Shares due on or prior to the Tranche Closing Date shall have been timely delivered in accordance with any automatic exercise of the Additional Investment prior to the Tranche Closing Date; (vi) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vivii) payment of a $5,000.00 non-refundable administrative fee to the reasonable fees and costs of Investor’s counselcounsel incurred as of the Tranche Closing Date in connection with this Agreement, the other Transaction Documents, and the transactions contemplated hereby and thereby (less any payments previously received from the Company), by offset against the Tranche Amount, Amount or by wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Opinion and Officer’s Certificate and Lock-Up AgreementsCertificate; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (viv) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche AmountPurchase Price, or by wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Officer’s Certificate and Lock-Up Agreements; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company automatic exercise of the Warrant prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or by wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: OpinionOpinion (which is required to include paragraphs 6 and 7 of Exhibit E hereto), Officer’s Certificate and Lock-Up Agreements; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or by wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Officer’s Certificate and Lock-Up Agreements; (iiiii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iviii) all Warrant Shares shall have been timely delivered in accordance with any Warrant Exercise Notice delivered to Company prior to or on the Tranche Closing Date; (iv) all Investment Shares shall have been timely delivered prior to the Tranche Closing Date; and (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Officer’s Certificate and Lock-Up Agreements, and Officer’s Certificate; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Opinion and Officer’s Certificate and Lock-Up AgreementsCertificate; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and; (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds; and (vii) with respect to the Tranche Closing at which the remaining 50% of the Commitment Fee is payable, payment of that amount by the Company, which may be offset by Investor against the proceeds due to the Company from the Tranche Purchase Price if the Company has elected to make this payment in cash.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Opinion and Officer’s Certificate and Lock-Up AgreementsClosing Certificate, each updated as of the Tranche Closing Date; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares and Investment Shares shall have been timely delivered in accordance with any Exercise Notice exercise notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, along with any additional actual fees and costs reasonably incurred by Investor’s counsel in connection with such Tranche, by offset against the Tranche Amount, or wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations options hereunder shall additionally be conditioned upon the delivery delivery, unless otherwise provided otherwise below, to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) this Agreement duly executed by the Company (ii) certificate(s) evidencing a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by the Investor for the Tranche Shares; (iiiii) the following executed documents: Opinion, Officer’s Certificate and Lock-Up Agreements; (iii) a “Use of Proceeds” certificateCertificate, signed by an officer of the Company, and setting forth how ; (iv) a Secretary’s Certificate executed by the Tranche Purchase Price will be applied by Corporate Secretary of the Company; (ivv) the delivery of all Warrant Conversion Shares shall have been on a timely delivered basis in accordance with any Exercise Notice conversion notice delivered to Company prior to the Tranche Closing Date; (vvi) Certificates of Good Standing of the Company and each Subsidiary from each such entity’s jurisdiction of incorporation and any jurisdiction in which any such entity is qualified to do business; (vii) the Required Approval for the issuance of the Tranche Shares shall have been obtained; and (viii) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds.

Documents to be Delivered at Tranche Closing. The Closing of any Tranche and Investor’s obligations hereunder shall additionally be conditioned upon the delivery to Investor of each of the following (the “Required Tranche Documents”) on or before the applicable Tranche Closing Date: (i) a number of Preferred Shares equal to the Tranche Purchase Price divided by the Tranche Share Price shall have been delivered to Investor or an account specified by Investor for the Tranche Shares; (ii) the following executed documents: Opinion, Officer’s Certificate and Lock-Up Agreements; (iii) a “Use of Proceeds” certificateProceeds Certificate, signed by an officer of the Company, and setting forth how the Tranche Purchase Price will be applied by the Company; (iv) all Warrant Shares shall have been timely delivered in accordance with any Exercise Notice delivered to Company prior to the Tranche Closing Date; (v) all documents, instruments and other writings required to be delivered by the Company to Investor on or before the Tranche Closing Date pursuant to any provision of this Agreement or in order to implement and effect the transactions contemplated herein; and (vi) payment of a $5,000.00 non-refundable administrative fee to Investor’s counsel, by offset against the Tranche Amount, or wire transfer of immediately available funds.