Common use of Equity Proceeds Clause in Contracts

Equity Proceeds. (a) If the Funding Date for Tranche Two occurs on or before August 1, 2011, then deliver to Agent evidence in form and substance satisfactory to Agent that (i) Borrower shall have received net cash proceeds of not less than an additional $3,500,000 from the sale of Borrower’s Series D Stock to existing shareholders after the Closing Date and on or before October 1, 2011, and (ii) Borrower shall have received net cash proceeds of not less than an additional $3,500,000 from the sale of Borrower’s Series D Stock to existing shareholders after October 1, 2011 and on or before February 1, 2012, which such equity issuance shall be pursuant to, and in accordance with, the Series D Equity Agreement. (b) If Tranche Two is not advanced or if the Funding Date for Tranche Two occurs after August 1, 2011, then deliver to Agent evidence in form and substance satisfactory to Agent that (i) Borrower shall have received net cash proceeds of not less than an additional $3,000,000 from the sale of Borrower’s Series D Stock to existing shareholders after the Closing Date and on or before August 1, 2011, (ii) Borrower shall have received net cash proceeds of not less than an additional $2,000,000 from the sale of Borrower’s Series D Stock to existing shareholders after August 1, 2011 and on or before October 1, 2011, and (iii) Borrower shall have received net cash proceeds of not less than an additional $2,000,000 from the sale of Borrower’s Series D Stock to existing shareholders after October 1, 2011 and on or before February 1, 2012, which such equity issuances shall be pursuant to, and in accordance with, the Series D Equity Agreement.

Equity Proceeds. (a) If the Funding Date for Tranche Two occurs on or before August 115, 2011, then deliver to Agent evidence in form and substance satisfactory to Agent that (i) Borrower shall have received net cash proceeds of not less than an additional $3,500,000 from the sale of Borrower’s Series D Stock to existing shareholders after the Closing Date and on or before October 1, 2011, and (ii) Borrower shall have received net cash proceeds of not less than an additional $3,500,000 from the sale of Borrower’s Series D Stock to existing shareholders after October 1, 2011 and on or before February 1, 2012, which such equity issuance shall be pursuant to, and in accordance with, the Series D Equity Agreement. (b) If Tranche Two is not advanced or if the Funding Date for Tranche Two occurs after August 115, 2011, then deliver to Agent evidence in form and substance satisfactory to Agent that (i) Borrower shall have received net cash proceeds of not less than an additional $3,000,000 from the sale of Borrower’s Series D Stock to existing shareholders after the Closing Date and on or before August 115, 2011, (ii) Borrower shall have received net cash proceeds of not less than an additional $2,000,000 from the sale of Borrower’s Series D Stock to existing shareholders after August 115, 2011 2011, and on or before October 1, 2011, and (iii) Borrower shall have received net cash proceeds of not less than an additional $2,000,000 from the sale of Borrower’s Series D Stock to existing shareholders after October 1, 2011 and on or before February 1, 2012, which such equity issuances issuance shall be pursuant to, and in accordance with, the Series D Equity Agreement.”