Fourth Milestone Date definition

Fourth Milestone Date means the earliest to occur of (i) the date upon which the cumulative Cash Flow received by the Company shall be equal to or greater than $50,000,000, (ii) the consummation by the Company of an Initial Public Offering (as defined below) or (iii) the sale of the Company in a merger or consolidation in which the Company is not the surviving corporation or in which the Company is the surviving corporation but becomes a wholly-owned subsidiary of another corporation, or involving the sale of substantially all of the Company’s assets.

Fourth Milestone Date is hereby amended as follows:

Fourth Milestone Date means January 15, 2011.

Examples of Fourth Milestone Date in a sentence

• If Landlord has not given Tenant the Fourth Milestone Notice prior to the Fourth Milestone Date, then Tenant shall be entitled to a rent credit against Tenant’s obligation to pay Annual Fixed Rent and other charges under the Lease equal to the Per Diem Liquidated Damage Amounts (as hereinafter defined) for each day between the Fourth Milestone Date and the earlier of (i) the Actual Substantial Completion Date and (ii) the date one hundred (100) days after the Outside Milestone Date (asdefined below).

• The “Per Diem Liquidated Damage Amount” shall be equal to 100% for the first ninety (90) days after the Fourth Milestone Date, and 200% thereafter, of the per diem amount of the Annual Fixed Rent which would initially be payable by Tenant (and if Tenant has occupied part but not all of the Premises, such amount shall be calculated with respect to the portion of the Premises for which the Substantial Completion Date has not occurred on such date).

• If and only if the Company or another Parent Affiliated Party successfully completes, on or before the Fourth Milestone Date, a version of the Milestone Product that fully complies with Specification Xxxxx XX0, as determined by Parent in good faith, then Parent shall deliver to the Milestone Bonus Payees an aggregate number of shares of Parent Common Stock equal to the Milestone Share Payment (the “Fourth Milestone Bonus Payment”).

• If Landlord has not reached the Fourth Milestone by the Fourth Milestone Date, Landlord shall use commercially reasonable best efforts to achieve the Outside Milestone no later than the Outside Milestone Date.Outside Milestone Date: December 1, 2020, subject to extension for up to one hundred (100) days of Force Majeure, if applicable.

• Landlord shall use commercially reasonable best efforts to achieve the Fourth Milestone no later than the Fourth Milestone Date.

• If Landlord has not reached the Fourth Milestone by the Fourth Milestone Date, Landlord shall use commercially reasonable best efforts to achieve the Outside Milestone no later than the Outside Milestone Date.

More Definitions of Fourth Milestone Date

Fourth Milestone Date means May 1, 2010. Further, we have agreed that the increase scheduled to take place on the Fourth Milestone Date, as defined herein, will raise your periodic consulting fee to an annual rate of $125,000. Therefore, Section 2.1(iv) of Schedule A to your Original Consulting Agreement is hereby amended to read as follows:

Fourth Milestone Date means March 31, 2004, as such date may be adjusted pursuant to Section 3(b) hereof. Milestone: shall mean, with respect to a Milestone Product, the successful achievement of the Tapeout, or completion of a Milestone Product that fully complies with Specification Levels ES10, PR4 or PR5, as applicable. Milestone Bonus Payees: shall mean the persons listed on Attachment A hereto. -1- Milestone Date: shall mean the First Milestone Date, the Second Milestone Date, the Third Milestone Date or the Fourth Milestone Date, as applicable. Milestone Product: shall mean the first device or product developed by Parent or a Parent Affiliated Party that incorporates any Company Technology. Milestone Share Payment: shall mean that number of shares of Parent Common Stock equal to (x) $1,337,500 divided by (y) the Twenty-Day Price. Parent Affiliated Party: shall mean any entity that controls, is controlled by, or is under common control with Parent, as the case may be. An entity shall be deemed to be in control of another entity only if, and for so long as, it owns or controls more than fifty percent (50%) of the voting stock of such entity. Second Milestone Date: shall mean March 31, 2003, as such date may be adjusted pursuant to Section 3(b) hereof. Specification Level ES10: shall mean, with respect to a Milestone Product, that such Milestone Product satisfies all of the requirements detailed in Parent's Specification Xxxxx XX00. Xxxxxxxxxxxxx Xxxxx XX0: shall mean, with respect to a Milestone Product, that such Milestone Product satisfies all of the requirements detailed in Parent’s Project Review 4 specification. Specification Level PR5: shall mean, with respect to a Milestone Product, that such Milestone Product satisfies all of the requirements detailed in Parent’s Project Review 5 specification. Tapeout: shall mean, with respect to a Milestone Product, that the Company, Parent or a Parent Affiliated Party has completed and verified the GDS2 files for such Milestone Product and transmitted such verified files to a merchant semiconductor foundry for the purpose of manufacturing such Milestone Product in commercial quantities. Termination Payment: shall mean that number of shares of Parent Common Stock equal to $3,500,000 divided by the Twenty Day Price; provided however that if the aggregate value of the Termination Payment as determined by the closing price of Parent Common Stock on the NYSE on the date the Termination Payment is actually paid exceeds $14,000,000, the...

Fourth Milestone Date means June 11, 2010. Except as expressly amended by this Amendment, your Original Consulting Agreement remains in full force and affect and otherwise unchanged. The Original Consulting Agreement shall, together with this Amendment, be read and construed as a single document. Please indicate your agreement to the Amendment by signing below. Very truly yours, BIND BIOSCIENCES, INC. By: /s/ Xxxxx Xxxxxx Xxxxx Xxxxxx President and Chief Executive Officer Acknowledged and agreed by: /s/ Xxxx Xxxxxxxxx Xxxx Xxxxxxxxx BIND Therapeutics, Inc. 000 Xxxxxx Xxxxxx Xxxxxxxxx, XX 00000 xxx.xxxxxxxxxxxxxxxx.xxx phone 000.000.0000 fax 000.000.0000 Xxxxxx 00, 0000 Xxxx Xxxxxxxxx 000 Xxxxxx Xxxxxx Xxxxxxxx Xxxx, XX 00000 Dear Omid: Reference is made to that certain Amended and Restated Consulting Agreement, dated as of July 12, 2007, by and between BIND Therapeutics, Inc., formerly known as BIND Biosciences, Inc. (the “Company”), and you (the “Initial Agreement”) as modified by that certain letter re: Modifications to Consulting Agreement, dated June 11, 2010 by and between the Company and you (the “Modification,” and together with the Initial Agreement, the “Consulting Agreement”). Effective upon the date of the closing of the initial public offering of the Company’s common stock (the “Effective Date”), Schedule A to the Initial Agreement, as modified by the Modification, is hereby amended and restated in its entirety to read as follows:

Fourth Milestone Date means June 11, 2010.

Fourth Milestone Date shall have the meaning set forth in Section 22.6 hereof.

Fourth Milestone Date means November 1, 2005; provided, however, that (A) the Fourth Milestone Date shall be adjourned for a number of days equal to the sum of (i) the number of days that Landlord is delayed in performing the work necessary to achieve the Fourth Construction Milestone Stage by reason of Unavoidable Delays, except that any such adjournment of the Fourth Milestone Date by reason of Unavoidable Delays shall not exceed one (1) year in the aggregate, (ii) the number of days in the period beginning on the Third Milestone Date and ending on the date immediately preceding the date that Landlord achieves the Third Construction Milestone Stage, and (iii) the Third Milestone Slide Amount, and (B) the Fourth Milestone Date shall be adjourned by thirty (30) days for each Deliverable Unit in respect of which the Commencement Date has theretofore occurred.