Common use of Growth Capital Advances Clause in Contracts

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Growth Capital Advances to Borrower. Borrower may request Growth Capital Advances from the Closing Date through the Growth Capital Availability End Date. In no event shall the aggregate amount of Growth Capital Advances exceed the Growth Capital Line. Each Growth Capital Advance shall be in a minimum original principal amount of at least the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under the Growth Capital Line. (ii) Interest shall accrue from the date of each Growth Capital Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Growth Capital Advances that are outstanding on Growth Capital Availability End Date shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on May 1, 2013, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time all amounts owing in connection with the Growth Capital Advances, and all other amounts owing under this Agreement, shall be immediately due and payable in full and in cash. Growth Capital Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay any Growth Capital Advances without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder in the inverse order of their maturities without reamortization of the repayment schedule for the remaining principal balance. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be made. Such notice shall be substantially in the form of Exhibit B. The notice shall be duly executed by a Responsible Officer or its designee. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Growth Capital Advances to Borrower. On the Seventh Amendment Effective Date, Bank shall be deemed to have made a Growth Capital Advance to Borrower to refinance all outstanding Growth Capital Advances outstanding as of such date. Thereafter, Borrower may request Growth Capital Advances from the Closing Date through the Growth Capital Availability End Date. In no event shall the The aggregate outstanding amount of Growth Capital Advances shall not exceed the Growth Capital Line. Each Growth Capital Advance shall be in a minimum original principal amount of at least the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under the Growth Capital Line. (ii) Interest shall accrue from the date of each Growth Capital Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Growth Capital Advances that are outstanding on the Growth Capital Availability End Date shall be payable in thirty twenty four (3024) equal monthly installments of principal, plus all accrued interest, beginning on May 1March 13, 20132014, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time all amounts owing in connection with the Growth Capital Advances, and all other amounts owing under this Agreement, shall be immediately due and payable in full and in cash. Growth Capital Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay any Growth Capital Advances without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder in the inverse order of their maturities without reamortization of the repayment schedule for the remaining principal balance. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be made. Such notice shall be substantially in the form of Exhibit B. The notice shall be duly executed signed by a Responsible Officer or its designee. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 4. Section 6.2(ii) of the Agreement hereby is amended and restated in its entirety to read as follows:

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Growth Capital Advances to Borrower. Borrower may request Growth Capital Advances from the Closing Fifth Amendment Effective Date through the Growth Capital Availability End Date. In no event shall the The aggregate outstanding amount of Growth Capital Advances shall not exceed the Growth Capital Line. Each Growth Capital Advance shall be in a minimum original principal amount of at least the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under the Growth Capital Line. (ii) Interest shall accrue from the date of each Growth Capital Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Growth Capital Advances that are outstanding on the Growth Capital Availability End Date shall be payable in thirty twenty four (3024) equal monthly installments of principal, plus all accrued interest, beginning on May 1April 30, 2013, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time all amounts owing until paid in connection with the Growth Capital Advances, and all other amounts owing under this Agreement, shall be immediately due and payable in full and in cashfull. Growth Capital Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay any Growth Capital Advances without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder in the inverse order of their maturities without reamortization of the repayment schedule for the remaining principal balance. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be made. Such notice shall be substantially in the form of Exhibit B. The notice shall be duly executed signed by a Responsible Officer or its designee. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.” 3. Section 2.3(a) of the Agreement hereby is amended and restated in its entirety to read as follows:

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Growth Capital Advances to Borrower. Borrower may request Growth Capital Advances from the Closing Date date hereof through the Growth Capital Availability End Date. In no event shall the aggregate amount of Growth Capital Advances exceed the Growth Capital Line. Each Growth Capital Advance shall be in a the minimum original principal amount of at least the lesser of Two One Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under 150,000). The aggregate outstanding amount of Growth Capital Advances shall not exceed the Growth Capital Line. The proceeds of the Growth Capital Advances shall be used for equipment and consumables purchases. (ii) Interest shall accrue from the date of each Growth Capital Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Growth Capital Advances that are outstanding on Growth Capital Availability End Date shall be payable in thirty twenty-four (3024) equal monthly installments of principal, plus all accrued but unpaid interest, beginning on May 1April 30, 2013, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time all amounts owing in connection with the Growth Capital Advances, and all other amounts owing due under this AgreementSection 2.1(c), including but not limited to any part of the Final Payment not previously paid, shall be immediately due and payable in full and in cashpayable. Growth Capital Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing AddendumSection 2.1(c)(iv) and (v), Borrower may prepay any Growth Capital Advances in whole or in part without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder in the inverse order of their maturities without reamortization of the repayment schedule for the remaining principal balance. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be made. Such notice shall be substantially in the form of Exhibit B. C. The notice shall be duly executed signed by a Responsible Officer or its designee. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance. (iv) Borrower shall have the option to prepay all, but not less than all, of the Growth Capital Advances advanced by Bank under this Agreement, provided Borrower (i) provides written notice to Bank of its election to prepay the Growth Capital Advances at least ten (10) days prior to such prepayment, and (ii) pays to Bank on the date of such prepayment an amount equal to the sum of (A) all outstanding principal of the Growth Capital Advances plus accrued but unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the Prepayment Fee (if then due hereunder), plus (D) all other sums, that shall have become due and payable, including Bank Expenses, if any, and interest at the default rate with respect to any past due amounts. (v) If the Growth Capital Advances are accelerated following the occurrence of an Event of Default, Borrower shall immediately pay to Bank an amount equal to the sum of: (i) all outstanding principal of the Growth Capital Advances plus accrued but unpaid interest thereon through the prepayment date, (ii) the Final Payment, (iii) the Prepayment Fee (if then due hereunder), plus (iv) all other sums, that shall have become due and payable, including Bank Expenses, if any, and interest at the default rate with respect to any past due amounts.

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Growth Capital Advances to Borrower. Borrower may request Growth Capital Advances from the Closing Date date hereof through the Growth Capital Availability End DateSeptember 1, 2014. In no event shall the The aggregate amount of Growth Capital Advances shall not exceed the Growth Capital Line. Each Growth Capital Advance shall be in a minimum original principal amount of at least the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under the Growth Capital Line. (ii) Interest shall accrue from the date of each Growth Capital Advance at the rate specified in Section 2.3(a)the Interest Rate Addendum, and shall be payable in accordance with Section 2.3(c)2.3(b) and on the terms set forth in the Interest Rate Addendum. Any Growth Capital Advances that are outstanding on Growth Capital Availability End Date September 1, 2014 shall be payable in thirty (30) equal monthly installments of principal, plus all accrued interest, beginning on May October 1, 20132014, and continuing on the same day of each month thereafter through until the Growth Capital Maturity Date, at which time all amounts owing in connection with the Growth Capital Advances, Advances made under this Section 2.1(d) and all any other amounts owing due under this Agreement, Agreement shall be immediately due and payable in full and in cashpayable. Growth Capital Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay any Growth Capital Advances without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder in the inverse order of their maturities without reamortization of the repayment schedule for the remaining principal balance. (iii) When Borrower desires to obtain a an Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific Central time three (3) Business Days before the day on which the Growth Capital Advance is to be made. Such notice shall be substantially in the form of Exhibit B. C. The notice shall be duly executed signed by a Responsible Officer or its designee. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliancereliance to the Agreement.” 3. Section 2.3(a) of the Agreement is amended and restated to read in its entirety as follows:

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Growth Capital Advances to Borrower. Borrower may request Growth Capital Advances from the Closing Date through the Growth Capital Availability End DateOctober 1, 2013. In no event shall the The aggregate outstanding amount of Growth Capital Advances shall not exceed the Growth Capital Line. Each Growth Capital Advance shall be in a minimum original principal amount of at least the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under the Growth Capital Line. (ii) Interest shall accrue from the date of each Growth Capital Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Growth Capital Advances that are outstanding on Growth Capital Availability End Date October 1, 2013 shall be payable in thirty twenty four (3024) equal monthly installments of principal, plus all accrued interest, beginning on May November 1, 2013, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time all amounts owing in connection with the Growth Capital Advances, and all other amounts owing under this Agreement, shall be immediately due and payable in full and in cash. Growth Capital Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Prime Reference Rate Addendum, Borrower may prepay any Growth Capital Advances without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder in the inverse order of their maturities without reamortization of the repayment schedule for the remaining principal balance. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be made. Such notice shall be substantially in the form of Exhibit B. C. The notice shall be duly executed signed by a Responsible Officer or its designee. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance.

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make one (1) Growth Capital Advances Advance to Borrower. Borrower may request Growth Capital Advances from , on the Closing Date through the Growth Capital Availability End Date. In no event shall the The aggregate outstanding amount of Growth Capital Advances Advance shall not exceed the Growth Capital Line. Each The proceeds of the Growth Capital Advance shall be used to satisfy in a minimum original principal amount of at least full the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability Obligations under the Growth Capital LineOriginal Agreement; provided that, no Prepayment Fee or Final Payment (as defined in the Original Agreement) shall be payable in connection with the satisfaction of such Obligations. (ii) Interest shall accrue from the date of each the Growth Capital Advance at the rate specified in Section 2.3(a2.2(a), and shall be payable in accordance with Section 2.3(c2.2(c). Any part of the Growth Capital Advances Advance that are is outstanding on Growth Capital Availability Interest Only End Date shall be payable in thirty six (3036) equal monthly installments of principal, plus all accrued interest, on the basis of a forty-eight (48) month straight line amortization, beginning on May 1, 2013the 23rd day of the first month after the Growth Capital Interest Only End Date, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time when all amounts owing in connection with the Growth Capital Advances, and all other amounts owing Obligations under this Agreement, Agreement shall be immediately due and payable in full and in cashfull. The Growth Capital AdvancesAdvance, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay any the Growth Capital Advances without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder Advance only in the inverse order accordance with Sections 2.1(b)(iv) and (v) of their maturities without reamortization of the repayment schedule for the remaining principal balancethis Agreement. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify provide Bank a completed advance request form substantially in the form of Exhibit C attached hereto (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be madeClosing Date. Such notice shall be substantially in the form of Exhibit B. The notice shall be duly executed signed by a Responsible Officer or its designeedesignee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance. (iv) If the Growth Capital Advance is accelerated following the occurrence of an Event of Default, Borrower shall immediately pay to Bank an amount equal to the sum of: (i) all outstanding principal of the Growth Capital Advance plus accrued but unpaid interest thereon through the prepayment date, (ii) the Final Payment, (iii) the Prepayment Fee (if then due hereunder), plus (iv) all other sums, that shall have become due and payable, including Bank Expenses and interest at the default rate with respect to any past due amounts. Notwithstanding (but without duplication with) the foregoing, on the Growth Capital Maturity Date, if the Final Payment had not previously been paid in full in connection with the prepayment of the Growth Capital Advance in full, Borrower shall pay to Bank, the Final Payment in respect of the Growth Capital Advance. (v) Borrower shall have the option to prepay all, but not less than all, of the Growth Capital Advance advanced by Bank under this Agreement, provided Borrower (i) provides written notice to Bank of its election to prepay the Growth Capital Advance at least thirty (30) days prior to such prepayment, and (ii) pays to Bank on the date of such prepayment an amount equal to the sum of (A) all outstanding principal of the Growth Capital Advance plus accrued but unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the Prepayment Fee (if then due hereunder), plus (D) all other sums, that shall have become due and payable but have not been paid, including Bank Expenses, if any, and interest at the default rate with respect to any past due amounts. (vi) Borrower hereby waives any rights under section 2954.10 of the California Civil Code or successor statute, with respect to any prepayment (or similar) costs, fees and or penalties due or to become due and or payable hereunder.

Growth Capital Advances. (ia) Subject to and upon the terms and conditions of this Agreementhereof, Bank Lender agrees to make Growth Capital Advances to BorrowerBorrower in two (2) tranches, Tranche A and Tranche B. Borrower may request Growth Capital Advances under Tranche A at any time from June 21, 2011 through the Tranche A Availability End Date. Borrower may request Growth Capital Advances under Tranche B at any time from the Closing Tranche A Availability End Date through the Growth Capital Tranche B Availability End Date. In no event shall the The aggregate outstanding amount of Tranche A Growth Capital Advances exceed the and Tranche B Growth Capital LineAdvances shall not exceed $1,500,000 in the aggregate. Each Growth Capital Advance shall be in a minimum original principal an amount of at least the lesser of Two Five Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under the Growth Capital Line500,000). (iib) Interest shall accrue from the date of each Growth Capital Advance at the rate specified in Section 2.3(a)Growth Capital Finance Charge Percentage, and shall be payable in accordance with Section 2.3(c)monthly on the tenth (10th) day of each month. Any Borrower may choose to have any Growth Capital Advances that are outstanding on immediately amortize, in which case any such Growth Capital Availability End Date Advances shall be payable in thirty six (3036) equal monthly installments of principal, plus all accrued interest, beginning on May 1the tenth (10th) day of the month next following the making of such Growth Capital Advance and continuing on the same day of each month thereafter until paid in full. Growth Capital Advances that are outstanding under Tranche A on the Tranche A Availability End Date shall be payable in thirty six (36) equal monthly installments of principal, 2013plus all accrued interest, beginning on January 10, 2012, and continuing on the same day of each month thereafter through the Tranche A Growth Capital Maturity Date, at which time all amounts owing in connection with the . Any Growth Capital Advances, and all other amounts owing Advances that are outstanding under this Agreement, Tranche B on the Tranche B Availability End Date shall be immediately due and payable in full thirty six (36) equal monthly installments of principal, plus all accrued interest, beginning on July 10, 2012 and in cashcontinuing on the same day of each month thereafter through the Tranche B Growth Capital Maturity Date. Growth Capital Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay any Growth Capital Advances in whole or in part without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder in the inverse order of their maturities without reamortization of the repayment schedule for the remaining principal balance.” (iii2) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify Bank (which notice shall be irrevocableNew Section 4.2(e) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be made. Such notice shall be substantially in the form of Exhibit B. The notice shall be duly executed by a Responsible Officer or its designee. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank hereby added as a result of such reliance.follows:

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make one (1) Growth Capital Advances Advance to Borrower. Borrower may request Growth Capital Advances from , on the Closing Date through or as soon thereafter as practicable. The aggregate outstanding amount of the Growth Capital Availability End Date. In no event Advance shall the aggregate amount of Growth Capital Advances not exceed the Growth Capital Line. Each The proceeds of the Growth Capital Advance shall be used to satisfy in a minimum original principal amount of at least full the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability Obligations under the Growth Capital LineOriginal Agreement and for general corporate purposes; provided that, no Prepayment Fee or Final Payment (as defined in the Original Agreement) shall be payable in connection with the satisfaction of such Obligations. (ii) Interest shall accrue from the date of each the Growth Capital Advance at the rate specified in Section 2.3(a2.2(a), and shall be payable in accordance with Section 2.3(c2.2(c). Any part of the Growth Capital Advances Advance that are is outstanding on the Growth Capital Availability Interest Only End Date shall be payable in thirty six (3036) equal monthly installments of principal, plus all accrued interest, on the basis of a forty-two (42) month straight line amortization, beginning on May 1, 2013the 1st day of the first month after the Growth Capital Interest Only End Date, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time when all amounts owing in connection with the Growth Capital Advances, and all other amounts owing Obligations under this Agreement, Agreement shall be immediately due and payable in full and in cashfull. The Growth Capital AdvancesAdvance, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay any the Growth Capital Advances without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder Advance only in the inverse order accordance with Sections 2.1(b)(iv) and (v) of their maturities without reamortization of the repayment schedule for the remaining principal balancethis Agreement. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify provide Bank a completed advance request form substantially in the form of Exhibit C attached hereto (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be madeClosing Date. Such notice shall be substantially in the form of Exhibit B. The notice shall be duly executed signed by a Responsible Officer or its designeedesignee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance. (iv) If the Growth Capital Advance is accelerated following the occurrence of an Event of Default, Borrower shall immediately pay to Bank an amount equal to the sum of: (i) all outstanding principal of the Growth Capital Advance plus accrued but unpaid interest thereon through the prepayment date, (ii) the Final Payment, (iii) the Prepayment Fee (if then due hereunder), plus (iv) all other sums, that shall have become due and payable, including Bank Expenses and interest at the default rate with respect to any past due amounts. Notwithstanding (but without duplication with) the foregoing, on the Growth Capital Maturity Date, if the Final Payment had not previously been paid in full in connection with the prepayment of the Growth Capital Advance in full, Borrower shall pay to Bank, the Final Payment in respect of the Growth Capital Advance. (v) Borrower shall have the option to prepay all, but not less than all, of the Growth Capital Advance advanced by Bank under this Agreement, provided Borrower (i) provides written notice to Bank of its election to prepay the Growth Capital Advance at least thirty (30) days prior to such prepayment, and (ii) pays to Bank on the date of such prepayment an amount equal to the sum of (A) all outstanding principal of the Growth Capital Advance plus accrued but unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the Prepayment Fee (if then due hereunder), plus (D) all other sums, that shall have become due and payable but have not been paid, including Bank Expenses, if any, and interest at the default rate with respect to any past due amounts. (vi) Borrower hereby waives any rights under section 2954.10 of the California Civil Code or successor statute, with respect to any prepayment (or similar) costs, fees and or penalties due or to become due and or payable hereunder.

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make Growth Capital Advances to Borrower. Borrower in two (2) tranches, “Tranche A” and “Tranche B.” Borrower may request the Tranche A Growth Capital Advances Advance at any time from the Closing Date through the Growth Capital Tranche A Availability End Date. In no event shall Borrower may request the Tranche B Growth Capital Advance at any time from the Tranche B Availability Date through the Tranche B Availability End Date. The aggregate outstanding amount of Growth Capital Advances shall not exceed the Growth Capital Line. Each Growth Capital Advance shall be in a minimum original principal amount of at least the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under the Growth Capital Line. (ii) Interest shall accrue from the date of each Growth Capital Advance at the rate specified in Section 2.3(a), and shall be payable in accordance with Section 2.3(c). Any Tranche A Growth Capital Advances that are outstanding on Growth Capital Availability the Tranche A Interest Only End Date shall be payable in thirty six (3036) equal monthly installments of principal, plus all accrued interest, beginning on May 1, 2013the first Business Day of the first month following the Tranche A Interest Only End Date, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time all amounts owing due in connection with Tranche A Growth Capital Advance shall be immediately due and payable. Any Tranche B Growth Capital Advances that are outstanding on the Tranche B Interest Only End Date shall be payable in thirty six (36) equal monthly installments of principal, plus all accrued interest, beginning on the first Business Day of the first month following the Tranche B Interest Only End Date and continuing on the same day of each month thereafter through the Growth Capital AdvancesMaturity Date, at which time all amounts due in connection with Tranche B Growth Capital Advance and all any other amounts owing due under this Agreement, including but not limited to any part of the Final Payment not previously paid, shall be immediately due and payable in full and in cashpayable. Growth Capital Advances, once repaid, may not be reborrowed. Except as set forth in the Pricing AddendumSection 2.1(c)(iv), Borrower may prepay any Growth Capital Advances in whole or in part without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder in the inverse order of their maturities without reamortization of the repayment schedule for the remaining principal balance. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify Bank (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be made. Such notice shall be substantially in the form of Exhibit B. C. The notice shall be duly executed signed by a Responsible Officer or its designee. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify indemnity and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance. (iv) Borrower shall have the option to prepay all, but not less than all, of the Growth Capital Advances advanced by Bank under this Agreement, provided Borrower (i) provides written notice to Bank of its election to prepay the Growth Capital Advances at least five (5) days prior to such prepayment, and (ii) pays to Bank on the date of such prepayment an amount equal to the sum of (A) all outstanding principal of the Growth Capital Advance plus accrued but unpaid interest thereon through the prepayment date, (B) the Final Payment, plus (C) all other sums, that shall have become due and payable but have not been paid, including Bank Expenses, if any, and interest at the default rate with respect to any past due amounts (including but not limited to any loss, cost or expense incurred by Bank as a result of such prepayment, including, without limitation, any such loss, cost or expense incurred in obtaining, liquidating, employing or redeploying deposits from third parties).

Growth Capital Advances. (i) Subject to and upon the terms and conditions of this Agreement, Bank agrees to make one (1) Growth Capital Advances Advance to Borrower. Borrower may request Growth Capital Advances from , on the Closing Date through the Growth Capital Availability End Date. In no event shall the The aggregate outstanding amount of Growth Capital Advances exceed the Growth Capital Line. Each Growth Capital Advance shall be in a minimum original principal amount of at least the lesser of Two Hundred Fifty Thousand Dollars ($250,000) or the remaining availability under not exceed the Growth Capital Line. (ii) Interest shall accrue from the date of each the Growth Capital Advance at the rate specified in Section 2.3(a2.2(a), and shall be payable in accordance with Section 2.3(c2.2(c). Any part of the Growth Capital Advances Advance that are is outstanding on Growth Capital Availability Interest Only End Date shall be payable in thirty six (3036) equal monthly installments of principal, plus all accrued interest, beginning on May 1, 2013the 23rd day of the first month after the Growth Capital Interest Only End Date, and continuing on the same day of each month thereafter through the Growth Capital Maturity Date, at which time when all amounts owing in connection with the Growth Capital Advances, and all other amounts owing Obligations under this Agreement, Agreement shall be immediately due and payable in full and in cashfull. The Growth Capital AdvancesAdvance, once repaid, may not be reborrowed. Except as set forth in the Pricing Addendum, Borrower may prepay any the Growth Capital Advances without penalty or premium. Partial prepayments hereunder shall be applied to the installments hereunder Advance only in the inverse order accordance with Sections 2.1(b)(iv) and (v) of their maturities without reamortization of the repayment schedule for the remaining principal balancethis Agreement. (iii) When Borrower desires to obtain a Growth Capital Advance, subject to the prior satisfaction of all other applicable conditions to the making of a Growth Capital Advance set forth in this Agreement, Borrower shall notify provide Bank a completed advance request form substantially in the form of Exhibit C attached hereto (which notice shall be irrevocable) by facsimile transmission to be received no later than 3:00 p.m. Pacific time three (3) Business Days before the day on which the Growth Capital Advance is to be madeClosing Date. Such notice shall be substantially in the form of Exhibit B. The notice shall be duly executed signed by a Responsible Officer or its designeedesignee and include a copy of the invoice for any Equipment to be financed. Bank shall be entitled to rely on any facsimile or telephonic notice given by a person who Bank reasonably believes to be a Responsible Officer or a designee thereof, and Borrower shall indemnify and hold Bank harmless for any damages or loss suffered by Bank as a result of such reliance. (iv) If the Growth Capital Advance is accelerated following the occurrence of an Event of Default, Borrower shall immediately pay to Bank an amount equal to the sum of: (i) all outstanding principal of the Growth Capital Advance plus accrued but unpaid interest thereon through the prepayment date, (ii) the Final Payment, (iii) the Prepayment Fee (if then due hereunder), plus (iv) all other sums, that shall have become due and payable, including Bank Expenses and interest at the default rate with respect to any past due amounts. Notwithstanding (but without duplication with) the foregoing, on the Growth Capital Maturity Date, if the Final Payment had not previously been paid in full in connection with the prepayment of the Growth Capital Advance in full, Borrower shall pay to Bank, the Final Payment in respect of the Growth Capital Advance. (v) Borrower shall have the option to prepay all, but not less than all, of the Growth Capital Advance advanced by Bank under this Agreement, provided Borrower (i) provides written notice to Bank of its election to prepay the Growth Capital Advance at least thirty (30) days prior to such prepayment, and (ii) pays to Bank on the date of such prepayment an amount equal to the sum of (A) all outstanding principal of the Growth Capital Advance plus accrued but unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the Prepayment Fee (if then due hereunder), plus (D) all other sums, that shall have become due and payable but have not been paid, including Bank Expenses, if any, and interest at the default rate with respect to any past due amounts. (vi) Borrower hereby waives any rights under section 2954.10 of the California Civil Code or successor statute, with respect to any prepayment (or similar) costs, fees and or penalties due or to become due and or payable hereunder.