Common use of Form of Payment Clause in Contracts

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such BuyerBxxxx’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Preferred Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount number of Preferred Shares as is set forth opposite such BuyerXxxxx’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such BuyerXxxxx’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions, and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 2(g) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, all cases duly executed on behalf of the Company and registered in the name of such Buyer or its designeeBuyer.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) and any applicable Non-Cash Purchase Price Amount) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such BuyerXxxxx’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts that may be withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (iA) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (iiB) the Company shall deliver to each Buyer (Ax) a Note in the aggregate original principal amount as is set forth opposite such BuyerXxxxx’s name in column (3) of the Schedule of Buyers, and (By) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (45) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay deliver its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 5(c) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (iA) each Buyer shall pay its respective Purchase Price (less, in the case of any BuyerCVI (as defined below), the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (iiB) the Company shall deliver to each Buyer (Ax) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (By) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (45) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 5(c) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, all cases duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company's written wire instructions and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s 's name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s 's name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 5(c) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (iA) each Buyer shall pay its respective portion of the Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Preferred Shares and the Warrants to be issued and sold to such Buyer at the ClosingClosing (less, in the case of Xxxxxx Bay Capital Management, LP (“Xxxxxx Bay”), the amount withheld pursuant to Section 4(g)), by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions and (iiB) the Company shall deliver to each Buyer the Preferred Shares (A) a Note in the aggregate original principal amount such denominations as is set forth opposite such Buyer’s name in column (3) of on the Schedule of Buyers), and along with the Warrants (B) a Warrant pursuant to which such Buyer shall have exercisable for the right to initially acquire up to such aggregate number of Warrant Shares shares of Common Stock as is set forth opposite such Buyer’s name in column (4) of on the Schedule of Buyers), in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any the lead Buyer, the amounts withheld by such Buyer pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Wire Instruction Letter (as defined below) and (ii) the Company shall deliver to each Buyer certificates representing (A) a Note in the such aggregate original principal amount number of Common Shares as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any BuyerCapital Ventures (as defined below), the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of less any Buyer, the amounts permitted to be withheld by such Buyer pursuant to Section 4(g)) to the Company for the Notes Preferred Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount number of Preferred Shares as is set forth opposite such BuyerXxxxx’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Preferred Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount number of Preferred Shares as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions, and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 2(g) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, all cases duly executed on behalf of the Company and registered in the name of such Buyer or its designeeBuyer.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g4(j)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company's written wire instructions, and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 2(g) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, all cases duly executed on behalf of the Company and registered in the name of such Buyer or its designeeBuyer.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions, and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 2(h) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, case duly executed on behalf of the Company and registered in the name of such Buyer or its designeeBuyer.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g5(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any the lead Buyer, the amounts amount withheld pursuant to Section 4(g4(j)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Exhibit A and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of BuyersExhibit A, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the each Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g4(aa)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (Ax) a Note in the aggregate original principal amount as is set forth opposite such BuyerBxxxx’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee and (y) a Warrant to purchase the amount of Warrant Shares set forth opposite such Buyer’s name in column four (4) of the Schedule of Buyers, in each case duly executed on behalf of the Company and registered in the name of the Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by (A) wire transfer of immediately available funds in accordance with the Flow Company’s written wire instructions or (B) by cancellation of Funds Letter indebtedness of Company (as defined belowor any of its Subsidiaries) to Buyer; and (ii) the Company shall deliver to each Buyer (A) a Note (in the aggregate original principal such amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers), and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Purchased Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions, and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 2(h) hereof), evidencing the aggregate original principal amount number of Purchased Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate Warrants evidencing the number of Warrant Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, case duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (iA) each Buyer shall pay its respective portion of the Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Preferred Shares and the Warrants to be issued and sold to such Buyer at the Closing, (i) by wire transfer of immediately available funds in accordance with the Flow Company’s written wire instructions or (ii) by exchange of Funds Letter the Exchangeable Notes (as defined below) pursuant to the terms thereof, and (iiB) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount number of Preferred Shares as is set forth opposite such Buyer’s name in column (3) of on the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have along with the right to initially acquire up to such aggregate Warrants exercisable for the number of Warrant Shares shares of Common Stock as is set forth opposite such Buyer’s name in column (4) of on the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of on the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of on the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company's written wire instructions, and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 2(g) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s 's name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s 's name in column (4) of the Schedule of Buyers, in each case, all cases duly executed on behalf of the Company and registered on the books of the Company in the name of such Buyer or its designeeBuyer.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, Closing by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company's written wire instructions and (ii) the Company shall deliver to each Buyer (Ax) a Note in one or more stock certificates, evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s 's name in column (3) of the Schedule of Buyers, Buyers and (By) a Warrant Warrants (allocated in the amounts as such Buyer shall request) which such Buyer is purchasing hereunder pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s 's name in column (4) of the Schedule of Buyers, in each case, case duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Preferred Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount number of Preferred Shares as is set forth opposite such BuyerBxxxx’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such BuyerBxxxx’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any BuyerPrencen LLC, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants Preferred Shares to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow Company’s written wire instructions; provided, however, that Prencen LLC may pay part of Funds Letter the Purchase Price set forth opposite its name on the Schedule of Buyers by delivering the Note to the Company for cancellation (as defined belowthe aggregate principal amount of, and accrued but unpaid interest on, such Note shall be applied to Prencen LLC’s portion of the Purchase Price) and (ii) the Company shall deliver to each Buyer the Preferred Shares (A) a Note in the aggregate original principal amount such denominations as is are set forth opposite such Buyer’s name in column (3) of on the Schedule of Buyers), and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay deliver its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly provided in Section 5(b) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Purchased ADSs and the Warrants to be issued and sold to such Buyer at the Closing, Closing by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company's written wire instructions and (ii) the Company shall deliver to each Buyer (Ax) a Note in one or more certificates, evidencing the aggregate original principal amount number of Purchased ADSs such Buyer is purchasing as is set forth opposite such Buyer’s 's name in column (3) of the Schedule of Buyers, Buyers and (By) a Warrant Warrants (allocated in the amounts as such Buyer shall request) which such Buyer is purchasing hereunder pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares ADSs as is set forth opposite such Buyer’s 's name in column (4) of the Schedule of Buyers, in each case, case duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Preferred Shares and the Warrants to be issued and sold to such Buyer at the ClosingClosing (less, in the case of Bio IP Ventures LLC (the “Lead Investor”), the amounts withheld pursuant to Section 4(g)), by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions and (ii) the Company shall deliver to each Buyer the Preferred Shares (A) a Note in the aggregate original principal amount such denominations as is set forth opposite such Buyer’s name in column (3) of on the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have is then purchasing hereunder along with the right to initially acquire up to such aggregate Warrants (exercisable for the number of Warrant Shares shares of Common Stock as is set forth opposite such Buyer’s name in column (4) of on the Schedule of Buyers) which such Buyer is purchasing hereunder, in each case, case duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Cash Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter and deliver an Investor Note to the Collateral Agent in such original principal amount as is set forth across from such Buyer’s name in column (as defined below7) of the Schedule of Buyers and (ii) the Company shall deliver to each Buyer (Ax) a an Initial Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (By) a Warrant pursuant to which such Buyer shall have an Additional Note in the right to initially acquire up to such aggregate number of Warrant Shares original principal amount as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any BuyerPrencen LLC, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants Preferred Shares to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow Company's written wire instructions; provided, however, that Prencen LLC may pay part of Funds Letter the Purchase Price set forth opposite its name on the Schedule of Buyers by delivering the Note to the Company for cancellation (as defined belowthe aggregate principal amount of, and accrued but unpaid interest on, such Note shall be applied to Prencen LLC's portion of the Purchase Price) and (ii) the Company shall deliver to each Buyer the Preferred Shares (A) a Note in the aggregate original principal amount such denominations as is are set forth opposite such Buyer’s 's name in column (3) of on the Schedule of Buyers), and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g4(j)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such BuyerXxxxx’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Purchased Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions, and (ii) the Company shall deliver to each Buyer (A) a Note in cause Computershare Trust Company, Inc., the Company’s transfer agent (the “Transfer Agent”), to issue stock certificates representing such aggregate original principal amount number of Purchased Shares that such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers to such Buyer and (B) deliver to each Buyer a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designeeBuyer.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld by such Buyer pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer transfers of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each caseall cases, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant Warrants to which such Buyer shall have the right to initially acquire up to purchase such aggregate number of Warrant Shares shares of Common Stock as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, Buyers duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes Common Shares and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) Company’s written wire instructions, and (ii) the Company shall deliver to each Buyer (A) a Note one or more stock certificates, free and clear of all restrictive and other legends (except as expressly pro vided in Section 2(g) hereof), evidencing the aggregate original principal amount number of Common Shares such Buyer is purchasing as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, all cases duly executed on behalf of the Company and registered in the name of such Buyer or its designeeBuyer.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such BuyerXxxxx’s name in column (3) of the Schedule of Buyers, and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.

Form of Payment. On the Closing Date, (i) each Buyer shall pay its respective Cash Purchase Price (less, in the case of any Buyer, the amounts withheld pursuant to Section 4(g)) to the Company for the Notes and the Warrants to be issued and sold to such Buyer at the Closing, by wire transfer of immediately available funds in accordance with the Flow of Funds Letter (as defined below) and (ii) the Company shall deliver to each Buyer (A) a Note in the aggregate original principal amount as is set forth opposite such Buyer’s name in column (3) of the Schedule of Buyers, Buyers and (B) a Warrant pursuant to which such Buyer shall have the right to initially acquire up to such aggregate number of Warrant Shares as is set forth opposite such Buyer’s name in column (4) of the Schedule of Buyers, in each case, duly executed on behalf of the Company and registered in the name of such Buyer or its designee.