Common use of Subsequent Closing Dates Clause in Contracts

Subsequent Closing Dates. In the event that the Company sells less than 735,294 shares of Common Stock on the Initial Closing Date, the Company, at its option, may sell the remaining shares at one or more subsequent closings (each, a "Subsequent Closing" and collectively, the "Subsequent Closings") which shall be held at such time and place not later than 30 days after the Initial Closing Date as shall be mutually agreed upon by the Company and the subsequent Subscribers (the date of such Subsequent Closing is hereinafter referred to as "Subsequent Closing Date"). In the event of any Subsequent Closing, each Subscriber thereat shall sign a counterpart of this Agreement (whereupon such subsequent Subscriber shall become a party hereto for all purposes hereof). Subject to the satisfaction or waiver of the terms and conditions of this Agreement on a Subsequent Closing Date, each Subscriber shall purchase and the Company shall sell to each Subscriber the number of Shares and Warrants designated to be sold to such Subscriber on the Subsequent Closing Date as set forth on the signature page hereto next to the name of such Subscriber (the "Subsequent Closing Shares" and "Subsequent Closing Warrants," respectively). The aggregate purchase price of the Subsequent Closing Shares to be purchased by the Subscribers on a Subsequent Closing Date shall be equal to the product obtained by multiplying (x) the number of Subsequent Closing Shares to be purchased on such Subsequent Closing Date by (y) $0.68.

Subsequent Closing Dates. In (i) The date and time of the event that First Subsequent Closing (the Company sells less than 735,294 shares of Common Stock on the Initial “First Subsequent Closing Date”) shall be 10:00 a.m., New York City time, on November 1, 2017, upon notification of satisfaction (or waiver) of the conditions to the Subsequent Closing set forth in Sections 6(b) and 7(b) and the conditions contained in this Section 1(c), at the offices of the Company, at its option, may sell the remaining shares at one or more subsequent closings (each, a "Subsequent Closing" and collectively, the "Subsequent Closings") which shall be held at such time and place not later than 30 days after the Initial Closing Date as shall be mutually agreed upon . Any Person approved by the Company and the subsequent Subscribers Required Holders may become a Subsequent Buyer and may purchase Subsequent Notes and Subsequent Warrants by duly executing and delivering a Joinder Agreement to the Company. Any Initial Buyer may also purchase, at such Initial Buyer’s option, Subsequent Notes and Subsequent Warrants by delivering written notice to the Company (each, a “Subsequent Closing Notice”). Notwithstanding anything herein, in a Joinder Agreement or in a Subsequent Closing Notice to the contrary, the number of Subsequent Notes to be purchased by the Subsequent Buyers at the First Subsequent Closing shall not exceed $444,445 aggregate principal amount of Subsequent Notes. (ii) The date and time of the Second Subsequent Closing (the “Second Subsequent Closing Date”) shall be 10:00 a.m., New York City time, on December 20, 2017, subject to satisfaction (or waiver) of the conditions to the Subsequent Closing set forth in Sections 6(b) and 7(b) and the conditions contained in this Section 1(c), at the offices of the Company. Any Person approved by the Company and the Required Holders may become a Subsequent Buyer and may purchase Subsequent Notes and Subsequent Warrants by duly executing and delivering a Joinder Agreement to the Company. Any Initial Buyer may also purchase, at such Initial Buyer’s option, Subsequent Notes and Subsequent Warrants by delivering a Subsequent Closing Notice to the Company. Notwithstanding anything herein, in a Joinder Agreement or in a Subsequent Closing Notice to the contrary, the number of Subsequent Notes to be purchased by the Subsequent Buyers at the Second Subsequent Closing shall not exceed $555,555.56 aggregate principal amount of Subsequent Notes. (iii) The date and time of the Third Subsequent Closing (the “Third Subsequent Closing Date”) shall be 10:00 a.m., New York City time, on January 25, 2018, subject to satisfaction (or waiver) of the conditions to the Subsequent Closing set forth in Sections 6(b) and 7(b) and the conditions contained in this Section 1(c), at the offices of the Company. Any Person approved by the Company and the Required Holders may become a Subsequent Buyer and may purchase Subsequent Notes and Subsequent Warrants by duly executing and delivering a Joinder Agreement to the Company. Any Initial Buyer may also purchase, at such Initial Buyer’s option, Subsequent Notes and Subsequent Warrants by delivering a Subsequent Closing Notice to the Company. Notwithstanding anything herein, in a Joinder Agreement or in a Subsequent Closing Notice to the contrary, the number of Subsequent Notes to be purchased by the Subsequent Buyers at the Third Subsequent Closing shall not exceed $555,555.56 aggregate principal amount of Subsequent Notes. (iv) The date and time of any Subsequent Closing occurring after the Third Subsequent Closing Date (each such Subsequent Closing is hereinafter referred to as "Date hereunder, together with the First Subsequent Closing Date"). In , the event of any Second Subsequent Closing, each Subscriber thereat shall sign a counterpart of this Agreement (whereupon such subsequent Subscriber shall become a party hereto for all purposes hereof). Subject to Closing Date and the satisfaction or waiver of the terms and conditions of this Agreement on a Third Subsequent Closing Date, each Subscriber a “Subsequent Closing Date”, and together with Initial Closing Date, each a “Closing Date” and collectively, the “Closing Dates”) shall purchase be 10:00 a.m., New York City time, on the date hereof, subject to satisfaction (or waiver) of the conditions to the Subsequent Closing set forth in Sections 6(b) and 7(b) and the conditions contained in this Section 1(c), at the offices of the Company. Any Person approved by the Company shall sell and the Required Holders may become a Subsequent Buyer and may purchase Subsequent Notes and Subsequent Warrants by duly executing and delivering a Joinder Agreement to each Subscriber the Company. Any Initial Buyer may also purchase, at such Initial Buyer’s option, Subsequent Notes and Subsequent Warrants by delivering a Subsequent Closing Notice to the Company. Notwithstanding anything herein, in a Joinder Agreement or in a Subsequent Closing Notice to the contrary, the number of Shares and Warrants designated to be sold to such Subscriber on the Subsequent Closing Date as set forth on the signature page hereto next to the name of such Subscriber (the "Subsequent Closing Shares" and "Subsequent Closing Warrants," respectively). The aggregate purchase price of the Subsequent Closing Shares Notes to be purchased by the Subscribers on a Subsequent Buyers at any Subsequent Closing occurring after the Third Subsequent Closing Date shall be equal not exceed $1,111,112 aggregate principal amount of Subsequent Notes. (v) The Required Holders (as defined in the Original Agreement), the Required Holders (as defined in the November Agreement), the Required Holders (as defined in the December Agreement) and the Required Holders (as defined in the Prior Agreement) hereby consent to the product obtained transactions contemplated by multiplying (x) the number of Subsequent Closing Shares to be purchased on such Subsequent Closing Date by (y) $0.68this Section 1(c).

Subsequent Closing Dates. In (i) The date and time of the event that First Subsequent Closing (the Company sells less than 735,294 shares of Common Stock on the Initial “First Subsequent Closing Date”) shall be 10:00 a.m., New York City time, on November 1, 2017, upon notification of satisfaction (or waiver) of the conditions to the Subsequent Closing set forth in Sections 6(b) and 7(b) and the conditions contained in this Section 1(c), at the offices of the Company, at its option, may sell the remaining shares at one or more subsequent closings (each, a "Subsequent Closing" and collectively, the "Subsequent Closings") which shall be held at such time and place not later than 30 days after the Initial Closing Date as shall be mutually agreed upon . Any Person approved by the Company and the subsequent Subscribers Required Holders may become a Subsequent Buyer and may purchase Subsequent Notes and Subsequent Warrants by duly executing and delivering a Joinder Agreement to the Company. Any Initial Buyer may also purchase, at such Initial Buyer’s option, Subsequent Notes and Subsequent Warrants by delivering written notice to the Company (each, a “Subsequent Closing Notice”). Notwithstanding anything herein, in a Joinder Agreement or in a Subsequent Closing Notice to the contrary, the number of Subsequent Notes to be purchased by the Subsequent Buyers at the First Subsequent Closing shall not exceed $444,445 aggregate principal amount of Subsequent Notes. (ii) The date and time of the Second Subsequent Closing (the date of such Subsequent Closing is hereinafter referred to as "“Second Subsequent Closing Date"). In ,” and together with the event of any Subsequent Closing, each Subscriber thereat shall sign a counterpart of this Agreement (whereupon such subsequent Subscriber shall become a party hereto for all purposes hereof). Subject to the satisfaction or waiver of the terms and conditions of this Agreement on a First Subsequent Closing Date, each Subscriber a “Subsequent Closing Date”, and together with Initial Closing Date, each a “Closing Date” and collectively, the “Closing Dates”) shall purchase be 10:00 a.m., New York City time, on the date hereof, subject to satisfaction (or waiver) of the conditions to the Subsequent Closing set forth in Sections 6(b) and 7(b) and the conditions contained in this Section 1(c), at the offices of the Company. Any Person approved by the Company shall sell and the Required Holders may become a Subsequent Buyer and may purchase Subsequent Notes and Subsequent Warrants by duly executing and delivering a Joinder Agreement to each Subscriber the Company. Any Initial Buyer may also purchase, at such Initial Buyer’s option, Subsequent Notes and Subsequent Warrants by delivering a Subsequent Closing Notice to the Company. Notwithstanding anything herein, in a Joinder Agreement or in a Subsequent Closing Notice to the contrary, the number of Shares and Warrants designated to be sold to such Subscriber on the Subsequent Closing Date as set forth on the signature page hereto next to the name of such Subscriber (the "Subsequent Closing Shares" and "Subsequent Closing Warrants," respectively). The aggregate purchase price of the Subsequent Closing Shares Notes to be purchased by the Subscribers on a Subsequent Buyers at the Second Subsequent Closing Date shall be equal not exceed $1,111,112 aggregate principal amount of Subsequent Notes. (iii) The Required Holders (as defined in the Original Agreement) and the Required Holders (as defined in the Prior Agreement) hereby consent to the product obtained transactions contemplated by multiplying (x) the number of Subsequent Closing Shares to be purchased on such Subsequent Closing Date by (y) $0.68this Section 1(c).