Satisfaction of Obligations Upon Acceleration. Notwithstanding anything contained herein or in any other agreement to the contrary, to the extent any of the Obligations are accelerated pursuant to the terms hereof (including, without limitation, [Section 8.02]), the Borrower Parties shall, immediately upon the occurrence of such acceleration, cause such accelerated Obligations to be Fully Satisfied.

Satisfaction of Outstanding Facility Debt. Upon delivery of the Settlement Shares by the Company in accordance with the Settlement Instructions, # the Lender hereby agrees that the Outstanding Facility Debt will have been fully and completely satisfied; and # the Lender hereby compromises, settles, resolves, discharges, and releases the Company, and its successors and assigns, from the payment of any andall amounts due and payable to the Lender or accrued on or prior to the Effective Date, in each case under the Facility Agreement.

Full Satisfaction; Release of Liens. The Parties hereby acknowledge that the several exchanges carried out pursuant to this Debt Exchange Agreement have fully satisfied the obligations of Eastside arising from any of the following instruments: the Bigger/D2 TQLA Notes, the Convertible Notes, the First Senior Note, the Other Investor TQLA Notes and the Whiskey Notes. Promptly after the Closing, the Creditors will each file in all applicable jurisdictions UCC-3 forms terminating their liens on the assets of Eastside.

“Basel II” means the second Basel Accord issued by the Basel Committee on Banking Supervision.

care to maintain the confidentiality of such Information as such Person would accord to its own confidential information.

This Amendment # is limited precisely as specified herein and does not constitute nor shall be deemed to constitute a modification, acceptance or waiver of any other provision of the May Note, the July Note and the September Note, # is not intended to be, nor shall it be construed to create, a novation or an accord and satisfaction of any obligation or liability of the Company under the May Note, the July Note and the September Note, and # shall not prejudice or be deemed to prejudice any rights or remedies the Holder may now have or may in the future have under or in connection with the May Note, the July Note and the September Note.

The undersigned hereby irrevocably elects to convert $ of the above Note into Shares of Common Stock of ​. (“Shares”) accord- ing to the conditions set forth in such Note, as of the date written below.

would accord to its own confidential information. It is agreed that, notwithstanding the restrictions of any prior confidentiality agreement binding on [[Organization A:Organization]] or any Arranger, such parties may disclose Information as provided in this Section.

Once credited to a Participant’s Account under this Plan, the amounts described in this [Section 5.5] shall accrue the interest or investment return described in [Section 5.2, 5.3, and 5.4]4]4] above, and shall be paid in accord with [Article 7] below.

Delivery of Settlement Amount in Satisfaction of Indebtedness. Subject to the terms and conditions herein, the Company agrees to deliver the Settlement Amount to Lender upon pursuant to the terms of this Section 2. Payment of the Settlement Amount shall be in the form of a wire transfer in immediately available funds to an account designated by Lender in writing to the Company within two (2) days of the Effective Date.