Additional OID. As a material inducement and partial consideration for Investor’s agreement to enter into this Agreement and grant the Forbearance, each of Borrower and Investor acknowledges and agrees that an additional OID in the amount of $112,875.00 is hereby added to the Outstanding Balance of the Note (the “Additional OID”) as of the date hereof. Borrower and Investor further agree that the Additional OID shall be deemed to be fully earned as of the date hereof, shall be nonrefundable under any circumstance, and that the Additional OID will tack back to the Purchase Price Date for Rule 144 purposes. Borrower and Investor further agree that the Additional OID shall be included as part of the Initial Tranche under the Note and that the entire amount of such Initial Tranche (as increased by the Additional OID) is a Conversion Eligible Tranche as of the Purchase Price Date. Finally, Borrower acknowledges that the Additional OID is not deemed to be an application of the Default Effect under the Note and that, therefore, it shall not count against the number of times the Default Effect may be applied thereunder.

“OID” means original issue discount.

“OID” has the meaning specified in [Section 2.05(c)].

https://www.boschrexroth.com/corporate/sys/productindex_xml/en/index.jsp?oid=614362

“OID” has the meaning specified in the definition of “Yield”.

Additional Terms. Except as provided in this letter agreement, the Employment Agreement remains in full force and effect. This letter agreement will be governed by and construed under the laws of the State of California (except for its conflict of laws provisions). This letter agreement (together with the Option Agreement and the Employment Agreement) contain the entire agreement of you and the Company with the matters described therein. This letter agreement may not be modified or changed except by a writing duly executed by you and an authorized officer or director of the Company.

Additional Transfers. For purposes of this Lease, the term "Transfer" shall also include if Tenant is a partnership, the withdrawal or change, voluntary, involuntary or by operation of law, of fifty percent (50%) or more of the partners, or transfer of fifty percent (50%) or more of partnership interests, within a twelve (12)-month period, or the dissolution of the partnership without immediate reconstitution thereof.

If the outstanding Shares are changed into or exchanged for a different number or kind of shares or into or for other securities of the Company or securities of another Company or entity, whether through an arrangement, amalgamation or other similar procedure or otherwise, or a share recapitalization, subdivision or consolidation, then on each exercise of the Option which occurs following such events, for each Optioned Share for which the Option is exercised, the Optionee will instead receive the number and kind of shares or other securities of the Company or other Company into which such Option Share would have been changed or for which such Option Share would have been exchanged if it had been outstanding on the date of such event.

Additional Remedies. You acknowledge and agree that any violation by you of this paragraph will cause irreparable harm to BMS and BMS cannot be adequately compensated for such violation by damages. Accordingly, if you violate or threaten to violate this Agreement, then, in addition to any other rights or remedies that BMS may have in law or in equity, BMS shall be entitled, without the posting of a bond or other security, to obtain an injunction to stop or prevent such violation, including but not limited to obtaining a temporary or preliminary injunction from a Delaware court pursuant to [Section 1(a)] of the Mutual Arbitration Agreement (if applicable) and Section 14 of this Agreement. You further agree that if BMS incurs legal fees or costs in enforcing this Agreement, you will reimburse BMS for such fees and costs.

Additional Rent. [[Organization B:Organization]] shall pay to [[Organization A:Organization]] as Additional Rent throughout the Term, the following: