Common use of Failure of Purchase Clause in Contracts

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 within the 10 day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor a Purchaser fails to exercise its rights provided in this Section 4.3 3.11 within the 10 twenty-five (25) day period described in Section 4.3(b3.11(b) or, if so exercised, the Investor such Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c3.11(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities Common Stock covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Securities Common Stock not elected to be purchased pursuant to this Section 4.3 3.11 or which the Investor such Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchasers. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities Common Stock or entered into an agreement to sell the New Securities Common Stock within such 90-day period (or sold and issued New Securities Common Stock in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities Common Stock without first offering such securities to the Investor Purchasers in the manner provided above.

Failure of Purchase. In the event that the Focus Investor fails to exercise its rights provided in this Section 4.3 SECTION 4.6 within the 10 said 5 business day period described in Section 4.3(b) or, if so exercised, the Focus Investor is unable to consummate such purchase within the time period specified in Section 4.3(cSECTION 4.6(c) above because of its the Focus Investor’s failure to obtain any required regulatory or stockholder corporate consent or approval, the Company shall thereafter be entitled (during the period of 90 180 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 SECTION 4.6 by the Focus Investor or which the Focus Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Focus Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder corporate approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall unless such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 180-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Focus Investor in the manner provided above.

Failure of Purchase. In the event the an Anchor Investor fails to exercise its rights provided in this Section 4.3 3.9 within the 10 25-day period described in Section 4.3(b3.9(b) or, if so exercised, the such Anchor Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3.9(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities Common Stock covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Securities Common Stock not elected to be purchased pursuant to this Section 4.3 3.9 or which the such Anchor Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the such Anchor Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities Common Stock or entered into an agreement to sell the New Securities Common Stock within such 90-day period (or sold and issued New Securities Common Stock in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities Common Stock without first offering such securities to the each Anchor Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 3.8 within the 10 day ten (10) Business Day period described in Section 4.3(b3.8(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3.8(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 3.8 or which that the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms thatterms, taken together in the aggregate, are not no more materially favorable to the purchasers of such securities New Securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days ten (10) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 120 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails Investors fail to exercise its their rights provided in this Section 4.3 6.4 within the 10 day ten Business Day period described in Section 4.3(b6.4(b) or, if so exercised, the Investor is Investors are unable to consummate such purchase within the time period specified in Section 4.3(c6.4(c) above because of its their failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 ninety days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 6.4 or which the Investor is Investors are unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorInvestors. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time extension period exceed 90 ninety days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90ninety-day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 ninety days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 3.8 within the 10 ten-day period described in Section 4.3(b3.8(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3.8(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities Common Stock covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Securities Common Stock not elected to be purchased pursuant to this Section 4.3 3.8 or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities Common Stock or entered into an agreement to sell the New Securities Common Stock within such 90-day period (or sold and issued New Securities Common Stock in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities Common Stock without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor Anti-Dilution Right Entity fails to exercise its anti-dilution purchase rights provided in this Section 4.3 4.7 within the 10 day applicable period described in Section 4.3(b) or, if so exercised, the Investor Anti-Dilution Right Entity is unable to consummate such purchase within the time period specified in Section 4.3(c4.7(c) above because of its failure to obtain any required regulatory or stockholder consent or approvalapproval or because of the failure to purchase any or all of the New Securities contemplated to be purchase by the election notice, the Company shall thereafter be entitled during the period of 90 120 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.7 or which the Investor Anti-Dilution Right Entity is unable to purchase because of such failure to obtain any such consent or approvalapproval or otherwise fails to purchase, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities in the Private Placement, the underwritten public offering or Rule 144A offering, as the case may be, than were specified in the Company’s notice to the InvestorAnti-Dilution Right Entity. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five (5) business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 120-day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty (30) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Anti-Dilution Right Entity in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 5.12 within the 10 said ten business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c5.12(d) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 5.12 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its preemptive rights provided in this Section 4.3 3 within the 10 day prescribed period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3(c) above because of its failure to obtain any required regulatory or stockholder consent or approvalabove, the Company shall thereafter be entitled during the period of 90 ninety (90) days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty (30) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 3 or which that the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder other consents, shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said ninety 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty (30) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor a Purchaser fails to exercise its rights provided in this Section 4.3 4.21 within the 10 day said ten Business Day period described in Section 4.3(b) or, if so exercised, the Investor such Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.21(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.21 by such Purchaser or which the Investor such Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investorsuch Purchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor such Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor CapGen fails to exercise its rights provided in this Section 4.3 3.9 within the 10 25-day period described in Section 4.3(b3.9(b) or, if so exercised, the Investor CapGen is unable to consummate such purchase within the time period specified in Section 4.3(c3.9(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities Common Stock covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Securities Common Stock not elected to be purchased pursuant to this Section 4.3 3.9 or which the Investor CapGen is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorCapGen. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or and all waiting periods have expired, but in no event shall such time period exceed 90 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities Common Stock or entered into an agreement to sell the New Securities Common Stock within such 90-day period (or sold and issued New Securities Common Stock in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities Common Stock without first offering such securities to the Investor CapGen in the manner provided above.

Failure of Purchase. In the event that the Investor fails Investors fail to exercise its their rights provided in this Section 4.3 4.7 within the 10 said 7 business day period described in Section 4.3(b) or, if so exercised, the Investor is Investors are unable to consummate such purchase within the time period specified in Section 4.3(c4.7(c) above because of its the Investors’ failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 45 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.7 by the Investors or which the Investor is Investors are unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorInvestors. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 45-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 120 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event that the Investor fails to exercise its rights provided in this Section 4.3 4.7 within the 10 said 5 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.7(c) above because of its the Investor’s failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.7 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 3.4 within the 10 day ten (10) Business Day period described in Section 4.3(b3.4(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3.4(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 ninety (90) days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 ninety (90) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 3.4 or which that the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms thatterms, taken together in the aggregate, are not no more favorable to the purchasers of such securities New Securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days ten (10) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 one hundred twenty (120) days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-day said ninety (90)-day period (or sold and issued New Securities in accordance with the foregoing within 30 ninety (90) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 one hundred twenty (120) days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Lead Investor fails to exercise its rights provided in this Section 4.3 4.12 within the 10 day said two Business Day period described in Section 4.3(b) or, if so exercised, the Lead Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.12(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.12 by the Lead Investor or which the Lead Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Lead Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days three Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first again offering such securities to the Lead Investor in the manner provided abovein this Section 4.12.

Failure of Purchase. In the event the Investor fails Investors fail to exercise its their rights provided in this Section 4.3 within the 10 day period described in Section 4.3(b) or, if so exercised, the Investor is Investors are unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its their failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 or which the Investor is Investors are unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorInvestors. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event the Investor fails Investors fail to exercise its their rights provided in this Section 4.3 6.4 within the 10 day ten Business Day period described in Section 4.3(b6.4(c) or, if so exercised, the Investor is Investors are unable to consummate such purchase within the time period specified in Section 4.3(c6.4(d) above because of its the failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 ninety days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 6.4 or which the Investor is Investors are unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorInvestors. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time extension period exceed 90 ninety days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90ninety-day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 ninety days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event that the Investor fails to exercise its his rights provided in this Section 4.3 4.9 within the 10 said 5 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.9(c) above because of its his failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.9 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 5.10 within the 10 said five business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c5.10(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 5.10 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 240 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 6.6 within the 10 said ten-business day period described in Section 4.3(b) or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c6.6(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 6.6 or which the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms thatterms, taken together in the aggregate, are not no more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 120 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor a Purchaser fails to exercise its rights provided in this Section 4.3 4.16 within the 10 day said ten (10) Business Day period described in Section 4.3(b) or, if so exercised, the Investor such Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.16(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 sixty (60) days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 ninety (90) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.16 by such Purchaser or which the Investor such Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investorsuch Purchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 one hundred eighty (180) days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 ninety (90) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 one hundred eighty (180) days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor such Purchaser in the manner provided above.

Failure of Purchase. In the event the that an Investor fails to exercise its rights provided in this Section 4.3 4.7 within the 10 said 7 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.7(c) above because of its the Investor's failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 45 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.7 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s 's notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 45-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 120 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event the Lead Investor fails to exercise its rights provided in this Section 4.3 1(d) within the 10 day period described in Section 4.3(b) Response Period or, if so exercised, the Lead Investor is unable to consummate such purchase within the time period specified in Section 4.3(c1(d)(iii) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 days following the conclusion of the applicable period in Section 1(d)(iii)) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 1(d) by the Lead Investor or which the Lead Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s notice to the Lead Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Lead Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails Anchor Investors fail to exercise its their rights provided in this Section 4.3 3.9 within the 10 25-day period described in Section 4.3(b3.9(b) or, if so exercised, the Investor is Anchor Investors are unable to consummate such purchase within the time period specified in Section 4.3(c3.9(c) above because of its their failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities Common Stock covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Securities Common Stock not elected to be purchased pursuant to this Section 4.3 3.9 or which the Investor is Anchor Investors are unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorAnchor Investors. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities Common Stock or entered into an agreement to sell the New Securities Common Stock within such 90-day period (or sold and issued New Securities Common Stock in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities Common Stock without first offering such securities to the Investor Anchor Investors in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its preemptive purchase rights provided in this Section 4.3 4.4 within the 10 said ten-day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.4(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities Stock covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities Stock not elected to be purchased pursuant to this Section 4.3 4.4 or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities than were specified in the Company’s 's notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities Stock or entered into an agreement to sell the New Securities Stock within such said 90-day period (or sold and issued New Securities Stock in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities Stock without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor Castle Creek fails to exercise its rights provided in this Section 4.3 4 within the 10 day this 15 Business Day period described in Section 4.3(b) or, if so exercised, the Investor Castle Creek is unable to consummate such purchase within the time period specified in Section 4.3(c4(e) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4 by Castle Creek or which the Investor Castle Creek is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s notice to the InvestorCastle Creek. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 9060-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said such agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Investor Castle Creek in the manner provided above.

Failure of Purchase. In the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 within the 10 day period described in Section 4.3(b) 4.20 or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.20(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.20 by the Purchaser or which the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchaser. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within said 60-day period (or sold and issued New Securities in accordance with the foregoing within 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 180 days from the date of said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Purchaser in the manner provided above. Notwithstanding the foregoingforegoing and except in a Public Offering, if such sale of the New Securities by the Company is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the such Investor fails to exercise its rights provided in this Section 4.3 3.15 within the said 10 business day period described in Section 4.3(b) or, if so exercised, the such Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3.15(c) above because of its failure to obtain any required regulatory or stockholder consent or approvalapproval or any consent or approval requires of its shareholders or other equity members, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 3.15 by such Investor or which the such Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the such Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the each Investor in the manner provided above.

Failure of Purchase. In the event the Investor Gross-Up Entity fails to exercise its gross-up purchase rights provided in this Section 4.3 within the 10 said fifteen-business day period described in Section 4.3(b) or, if so exercised, the Investor Gross-Up Entity is unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 or which the Investor Gross-Up Entity is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorGross-Up Entity. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Gross-Up Entity in the manner provided above.

Failure of Purchase. In the event that the Investor fails to exercise its rights provided in this Section 4.3 4.7 within the 10 said 7 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.7(c) above because of its the Investor's failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 45 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.7 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s 's notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 45-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 120 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 3.9 within the 10 day ten (10) Business Day period described in Section 4.3(b3.9(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3.9(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 3.9 or which that the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms thatterms, taken together in the aggregate, are not no more favorable to the purchasers of such securities New Securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days ten (10) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 120 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails Investors fail to exercise its their rights provided in this Section 4.3 6.4 within the 10 ten-day period described in Section 4.3(b6.4(b) or, if so exercised, the Investor is Investors are unable to consummate such purchase within the time period specified in Section 4.3(c6.4(c) above because of its their failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 ninety days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 6.4 or which the Investor is Investors are unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorInvestors. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time extension period exceed 90 ninety days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90ninety-day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 ninety days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 within the 10 said ten-business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms thatterms, taken together in the aggregate, are not no more materially favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 4.15 within the said 10 day Business Day period described in Section 4.3(b) or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.15(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.15 by the Purchaser or which the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, then, unless the sale of the New Securities is required to comply with a capital requirement imposed by the Federal Reserve, the FDIC or the DFI, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor a Purchaser fails to exercise its rights provided in this Section 4.3 4.13 within the 10 day said ten (10) Business Day period described in Section 4.3(b) or, if so exercised, the Investor such Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.13(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company Issuer shall thereafter be entitled (during the period of 90 sixty (60) days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 ninety (90) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.13 by such Purchaser or which the Investor such Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the CompanyIssuer’s notice to the Investorsuch Purchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 one hundred eighty (180) days from the date of the applicable agreement with respect to such sale. In the event the Company Issuer has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 ninety (90) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 one hundred eighty (180) days from the date of such said agreement)), the Company Issuer shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor such Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 5.14 within the said 10 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c5.14(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 5.14 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails Investors fail to exercise its their rights provided in this Section 4.3 6.4 within the 10 day ten Business Day period described in Section 4.3(b6.4(c) or, if so exercised, the Investor is Investors are unable to consummate such purchase within the time period specified in Section 4.3(c6.4(d) above because of its their failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 ninety days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 6.4 or which the Investor is Investors are unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorInvestors. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time extension period exceed 90 ninety days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90ninety-day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 ninety days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 4.17 within the 10 day this 15 Business Day period described in Section 4.3(b) or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.17(d) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.17 by the Purchaser or which the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s notice to the InvestorPurchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 9060-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said such agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Investor Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor Qualifying Purchaser fails to exercise its rights provided in this Section 4.3 4.17 within the 10 day this 20 Business Day period described in Section 4.3(b) or, if so exercised, the Investor Qualifying Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.17(d) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.17 by the Qualifying Purchaser or which the Investor Qualifying Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s 's notice to the InvestorQualifying Purchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said such agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Investor Qualifying Purchaser in the manner provided above.

Failure of Purchase. In the event that the Investor fails to exercise its rights provided in this Section 4.3 1.1 within the 10 said 7 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c(c) above because of its the Investor's failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 45 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 1.1 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s 's notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 45-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 120 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Investors in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 within the said 10 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its preemptive rights provided in this Section 4.3 Article IV are not exercised within the 10 day prescribed period described in Section 4.3(b) or, if so exercised, the Investor Tilden Park is unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder consent or approval4.3 above, the Company shall thereafter be entitled during the period of 90 ninety (90) days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty (30) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 Article IV or which the Investor that Tilden Park is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorTilden Park. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or other consents, stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five (5) business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 one hundred and eighty (180) days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said ninety (90-) day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty (30) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 one hundred and eighty (180) days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Tilden Park in the manner provided above.

Failure of Purchase. In the event the Investor Holder fails to exercise its rights provided in this Section 4.3 3.1 within the 10 said five (5) business day period described in Section 4.3(b) or, if so exercised, the Investor Holder is unable to consummate such purchase within the time period specified in Section 4.3(c3.1(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 sixty (60) days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 ninety (90) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 3.1 by the Holder or which the Investor Holder is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorHolder. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 one hundred and eighty (180) days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 ninety (90) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 one hundred and eighty (180) days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Holder in the manner provided above.

Failure of Purchase. In If the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 Exhibit H within the 10 said ten business day period described in Section 4.3(b) or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c) 3 above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 Exhibit H by the Purchaser or which the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event If the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its his rights provided in this Section 4.3 4.8 within the 10 said 5 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.8(c) above because of its his failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.8 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five (5) business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor a Purchaser fails to exercise its rights provided in this Section 4.3 4.18 within the 10 day said ten Business Day period described in Section 4.3(b) or, if so exercised, the Investor such Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.18(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.18 by such Purchaser or which the Investor such Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investorsuch Purchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor such Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 3.8 within the 10 twenty-five (25) day period described in Section 4.3(b3.8(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3.8(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled during the period of 90 ninety (90) days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities Common Stock covered thereby shall be consummated, if at all, within 30 thirty (30) days from the date of such agreement) to sell the New Securities Common Stock not elected to be purchased pursuant to this Section 4.3 3.8 or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 ninety (90) days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities Common Stock or entered into an agreement to sell the New Securities Common Stock within such ninety (90-) day period (or sold and issued New Securities Common Stock in accordance with the foregoing within 30 thirty (30) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 ninety (90) days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities Common Stock without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Lead Investor fails to exercise its rights provided in this Section 4.3 4.13 within the 10 day said twenty Business Day period described in Section 4.3(b) or, if so exercised, the Lead Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.13(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.13 by the Lead Investor or which the Lead Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Lead Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first again offering such securities to the Lead Investor in the manner provided abovein this Section 4.13.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 5.14 within the said 10 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c5.14(d) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 5.14 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its preemptive rights provided in this Section 4.3 Article IV within the 10 day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder consent or approvalprescribed period, the Company shall thereafter be entitled during the period of 90 sixty (60) days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty (30) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 or which the Investor is unable to purchase because of such failure to obtain any such consent or approvalArticle IV, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or other consents, stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five (5) business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In Subject to Section 4.6, in the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty (30) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the proposed offering of New Securities shall be considered a failed offering (“Failed Offering”) and the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 4.15 within the said 10 day Business Day period described in Section 4.3(b) or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.15(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.15 by the Purchaser or which the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its preemptive purchase rights provided in this Section 4.3 within the 10 day applicable period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 120 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities Stock covered thereby shall be consummated, if at all, within 30 days from the date of such said agreement) to sell the New Securities Stock not elected to be purchased pursuant to this Section 4.3 or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities in the Private Placement, the underwritten public offering or Rule 144A offering, as the case may be, or than were specified in the Company’s 's notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall may be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities Stock or entered into an agreement to sell the New Securities Stock within such 90said 120-day period (or sold and issued New Securities Stock in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities Stock without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 within the 10 said ten-business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms thatterms, taken together in the aggregate, are not no more materially favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 4.03 within the 10 five business day period described in Section 4.3(b4.03(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.03(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled during the period of 90 120 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 45 days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.03 or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not more favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five 10 business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 4.19(a) within the 10 day ten (10) Business Day period described in Section 4.3(b4.19(b) or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.19(c) above because of its failure to obtain any required regulatory approval or stockholder consent or approvalother consents, the Company shall thereafter be entitled (during the period of 90 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.19 or which that the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms thatterms, taken together in the aggregate, are not no more favorable to the purchasers of such securities New Securities than were specified in the Company’s notice to the InvestorPurchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days ten (10) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 120 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-said 90 day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 120 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its preemptive rights provided in this Section 4.3 4 are not exercised within the 10 day prescribed period described in Section 4.3(b) or, if so exercised, the Investor applicable member of the StepStone Group is unable to consummate such purchase within the time period specified in Section 4.3(c4(c) above because of its failure to obtain any required regulatory or stockholder consent or approvalabove, the Company shall thereafter be entitled during the period of 90 ninety (90) days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty (30) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4 or which that the Investor StepStone Group is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities than were specified in the Company’s notice to the InvestorStepStone. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder other consents, shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five (5) business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said ninety (90-) day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty (30) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor StepStone Group in the manner provided above.

Failure of Purchase. In the event the Lead Investor fails does not offer to exercise its rights acquire the Seller Securities provided in this Section 4.3 within the 10 day period described in Section 4.3(b) or, if so exercised, or the Seller accepts the Lead Investor’s offer and the Lead Investor (or the Investor) is unable to consummate such purchase within the time period specified in Section 4.3(c4.3(b)(iii) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company Seller shall thereafter be entitled during the period of 90 60 days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which consummate the sale of the New Securities covered thereby shall be consummated, if at all, within 30 days from the date of such agreement) to sell the New Seller Securities not elected to be purchased pursuant to this Section 4.3 4.3(b) or which the Lead Investor is unable to purchase because of such failure to obtain any such consent or approval; provided, at however, that, in the event the Seller proposes to effect a privately negotiated sale transaction within such 60-day period, the net proceeds to the Seller of such sale transaction on a per share basis must be greater than the net sale price specified in the Lead Investor’s offer notice, and upon the other terms and conditions for such privately negotiated sale must be no more favorable in the aggregate to the purchasers of such securities than were specified in such offer notice. In the event the Seller has not consummated the sale of the Seller Securities within such 60-day period, the Seller shall not thereafter offer, sell or otherwise Transfer such Seller Securities without first offering such Seller Securities to the Lead Investor in accordance with the requirements of this Section 4.3(b). In the event that the Seller does not accept the Lead Investor’s offer, the Seller shall thereafter be entitled during the period of 15 days following the conclusion of the applicable period to consummate the sale of the Seller Securities not accepted for purchase by the Seller; provided, however, that, taken in the aggregateevent the Seller proposes to effect a privately negotiated sale transaction within such 15-day period, are not the net proceeds to the Seller of such sale transaction on a per share basis must be greater than the net sale price specified in the Lead Investor’s offer notice, and the other terms and conditions for such privately negotiated sale must be no more favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 days from the date of the applicable agreement with respect to such saleoffer notice. In the event the Company Seller has not sold consummated the New Securities or entered into an agreement to sell sale of the New Seller Securities within such 9015-day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 days from the date of such agreement))period, the Company Seller shall not thereafter offer, issue sell or sell otherwise Transfer such New Seller Securities without first offering such securities Seller Securities to the Lead Investor in accordance with the manner provided aboverequirements of this Section 4.3(b).

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 9 within the 10 said five (5) business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in this Section 4.3(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 sixty (60) days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 ninety (90) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 by such Investor or which the such Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five (5) business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 one hundred eighty (180) days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-said sixty (60) day period (or sold and issued New Securities in accordance with the foregoing within 30 ninety (90) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 one hundred eight (180) days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor a Qualifying Purchaser fails to exercise its rights provided in this Section 4.3 4.16 within the 10 day this 20 Business Day period described in Section 4.3(b) or, if so exercised, the Investor Qualifying Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.16(d) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.16 by the Qualifying Purchaser or which the Investor Qualifying Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s notice to the InvestorQualifying Purchasers. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said such agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Investor Qualifying Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 4.17 within the said 10 day Business Day period described in Section 4.3(b) or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.17(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.17 by the Purchaser or which the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor a Purchaser fails to exercise its rights provided in this Section 4.3 4.10 within the 10 day said five (5) Business Day period described in Section 4.3(b) or, if so exercised, the Investor a Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c) 4.10 above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 sixty (60) days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 ninety (90) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.10 by such Purchaser or which the Investor such Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchasers. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days (5) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 one hundred eighty (180) days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-said sixty (60) day period (or sold and issued New Securities in accordance with the foregoing within 30 ninety (90) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 one hundred eight (180) days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Purchasers in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 5.10 within the 10 day period described in Section 4.3(b) Response Period or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c5.10(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 days following the conclusion of the applicable period in Section 5.10(c)) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 5.10 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Investor in the manner provided above.

Failure of Purchase. In the event that the Investor fails to exercise its rights provided in this Section 4.3 4.7 within the said 10 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.7(c) above because of its the Investor’s failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.7 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five 10 business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor Purchaser fails to exercise its rights provided in this Section 4.3 4.21 within the said 10 day Business Day period described in Section 4.3(b) or, if so exercised, the Investor Purchaser is unable to consummate such purchase within the time period specified in Section 4.3(c4.21(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.21 by the Purchaser or which the Investor Purchaser is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the InvestorPurchaser. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor Purchaser in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its his rights provided in this Section 4.3 4.10 within the 10 said 5 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.10(c) above because of its his failure to obtain any required regulatory or stockholder consent or approval, the Company shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.10 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five (5) business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its gross-up purchase rights provided in this Section 4.3 7 within the 10 day prescribed period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c7(c) above because of its failure to obtain any required regulatory or stockholder consent or approvalabove, the Company shall thereafter be entitled during the period of 90 ninety (90) days following the conclusion of the applicable period to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 thirty (30) days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 7 or which that the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken in the aggregate, are not no more favorable to the purchasers of such securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder other consents, shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such said 90-day period (or sold and issued New Securities in accordance with the foregoing within 30 thirty (30) days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 3.5 within the 10 day five (5) Business Day period described in Section 4.3(b3.5(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c3.5(c) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 120 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 120 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 3.5 or which that the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms thatterms, taken together in the aggregate, are not no more materially favorable to the purchasers of such securities New Securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days ten (10) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 150 days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 120-day period (or sold and issued New Securities in accordance with the foregoing within 30 120 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 150 days from the date of such said agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 4.2 within the said 10 business day period described in Section 4.3(b) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4.2(c) above because of its failure to obtain any required regulatory or stockholder consent or approval, the Company Corporation shall thereafter be entitled (during the period of 90 60 days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 90 days from the date of such said agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4.2 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities than were specified in the CompanyCorporation’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 180 days from the date of the applicable agreement with respect to such sale. In the event the Company Corporation has not sold the New Securities or entered into an agreement to sell the New Securities within such 90said 60-day period (or sold and issued New Securities in accordance with the foregoing within 30 90 days from the date of said agreement (as such period may be extended in the manner described above for a period not to exceed 90 180 days from the date of such said agreement)), the Company Corporation shall not thereafter offer, issue or sell such New Securities without first offering such securities to the Investor in the manner provided above.

Failure of Purchase. In the event the Investor fails to exercise its rights provided in this Section 4.3 4 within the 10 day five (5) Business Day period described outlined in Section 4.3(b4(c) or, if so exercised, the Investor is unable to consummate such purchase within the time period specified in Section 4.3(c4(d) above because of its failure to obtain any required regulatory or stockholder shareholder consent or approval, the Company shall thereafter be entitled (during the period of 90 one hundred eighty (180) days following the conclusion of the applicable period period) to sell or enter into an agreement (pursuant to which the sale of the New Securities covered thereby shall be consummated, if at all, within 30 one hundred eighty (180) days from the date of such agreement) to sell the New Securities not elected to be purchased pursuant to this Section 4.3 4 by the Investor or which the Investor is unable to purchase because of such failure to obtain any such consent or approval, at a price and upon other terms that, taken no more favorable in the aggregate, are not more favorable aggregate to the purchasers of such securities New Securities than were specified in the Company’s notice to the Investor. Notwithstanding the foregoing, if such sale is subject to the receipt of any regulatory or stockholder shareholder approval or consent or the expiration of any waiting period, the time period during which such sale may be consummated shall be extended until the expiration of five business days twenty (20) Business Days after all such approvals or consents have been obtained or waiting periods expired, but in no event shall such time period exceed 90 one hundred-eighty (180) days from the date of the applicable agreement with respect to such sale. In the event the Company has not sold the New Securities or entered into an agreement to sell the New Securities within such 90-one hundred eighty (180) day period (or sold and issued New Securities in accordance with the foregoing within 30 days from the date of said agreement one hundred eighty (as such period may be extended in the manner described above for a period not to exceed 90 180) days from the date of such agreement)), the Company shall not thereafter offer, issue or sell such New Securities without first offering such securities New Securities to the Investor in the manner provided above.