Common use of Mandatory Investment Clause in Contracts

Mandatory Investment. If the Board of Directors of the Company in good faith determines that the Company has satisfied either of the milestones set forth on Schedule B (each being referred to as a “Second Closing Milestone”) on or prior to December 31, 2008, the Company shall have the right to cause each of the Investors to purchase such Investor’s Second Closing Shares (less any shares of Series A-1 Preferred Stock previously purchased by such Investor pursuant to Section 1.3(a) above) at a purchase price per share equal to the Series A-1 Purchase Price (such number as adjusted for any stock splits, combinations or the like). In the event either Second Closing Milestone has been satisfied and the Company desires to proceed with the Second Closing, the Company shall promptly notify each of the Investors in writing of the satisfaction of a Second Closing Milestone and the number of Second Closing Shares that each Investor shall purchase in the Second Closing (the “Second Closing Notice”). On a date designated by the Company and not sooner than ten (10) business days subsequent to the Second Closing Notice, at a mutually agreed place and time, the parties hereto shall consummate the purchase and sale of the Second Closing Shares referred to in the Second Closing Notice. At any Second Closing, the Company shall deliver to each Investor a certificate evidencing the Second Closing Shares is purchasing against payment of the purchase price therefor by check, wire transfer or any combination thereof. The closing of any purchase and sale of shares of Series A-1 Preferred Stock pursuant to Section 1.3(a) or this Section 1.3(b) is referred to as a “Second Closing” and the First Closing and Second Closing are collectively referred to herein as the “Closing.” Notwithstanding Section 6.9 below, following any Second Closing, Schedule A-2 will be updated to reflect the date of each such closing and the number of shares sold to each Investor in each such closing without the consent of any Investor being necessary to make such amendment.