Limitation on Reimbursement. Notwithstanding any other provision of this Section, except in the case of urgent warranty repairs conducted pursuant to [Subsection (f)], Builder’s liability for reimbursement to Owner under this Section shall not exceed the lesser of the reasonable cost of making the same repairs or replacements in the Shipyard (including the Shipyard’s standard docking or drydocking charges), or alternatively the amount such repairs or replacements would cost as calculated on the time and material rates basis as set forth in Section 10.8.

Cash on Deposit. Agent shall have received evidence that, on the Closing Date, Loan Parties have on deposit in deposit accounts, investments accounts, securities accounts or any other similar accounts cash and Cash Equivalents in an amount of not less than $24,000,000 and that Agent shall have a perfected first priority Lien upon such accounts pursuant to a security agreement in form and substance satisfactory to Agent;

Excess Cash on Hand. If Cash on Hand exceeds $40,000,000 for a period of more than three (3) consecutive Business Days, the Borrower shall within three (3) Business Days pay to the Administrative Agent, for the account of the Lenders, an amount equal to such excess until the Outstanding Amount of all Revolving Loans has been reduced to $0. Any such payment shall be applied to the Outstanding Amount of all Revolving Loans without a permanent reduction in the Revolving Commitments.

Cash on Hand Limitation. After giving effect to any Request for Credit Extension and the use of proceeds thereof, Cash on Hand shall not exceed $40,000,000.

Inventory on Hand. Raven and AgEagle agree that AgEagle shall hold approximately two (2) weeks of finished goods inventory for high volume products at AgEagle’s facility. The amount of finished goods inventory shall be determined based on the actual shipments made in the prior two weeks by AgEagle to Raven. AgEagle shall provide Raven with an electronic version of a current inventory list by high volume finished goods product on a monthly basis to aid in maintaining these inventory levels. In the event demand is added within the inventory window agreed upon between Raven and AgEagle, AgEagle shall assess and communicate its ability to support such additional inventory demands. Raven and AgEagle shall revisit the minimum and maximum inventory levels as needed to ensure market conditions are effectively supported.

Limitation on Repricing. Unless such action is approved by the Company’s stockholders, the Company may not (except as provided for under Section 9): # amend any outstanding Option granted under the Plan to provide an exercise price per share that is lower than the then-current exercise price per share of such outstanding Option, # cancel any outstanding option (whether or not granted under the Plan) and grant in substitution therefor new Awards under the Plan covering the same or a different number of shares of Common Stock and having an exercise price per share lower than the then-current exercise price per share of the cancelled option, # cancel in exchange for a cash payment any outstanding Option with an exercise price per share above the then-current Fair Market Value or # take any other action under the Plan that constitutes a “repricing” within the meaning of the rules of the Nasdaq Stock Market (“Nasdaq”).

Excess Cash on Hand. If Cash on Hand exceeds $40,000,000 for a period of more than three (3) consecutive Business Days, the Borrower shall within three (3) Business Days pay to the Administrative Agent, for the account of the Lenders, an amount equal to such excess until the Outstanding Amount of all Revolving Loans has been reduced to $0. Any such payment shall be applied to the Outstanding Amount of all Revolving Loans without a permanent reduction in the Revolving Commitments.[Reserved].

Limitation on Guarantee. In any Insolvency Proceeding or any action or proceeding involving any corporate or other organizational law, if the Guarantor’s obligations hereunder would, taking into account any of the Guarantor’s rights to contribution, be held or determined to be void, invalid or unenforceable, or subordinated to the claims of any other creditors, on account of the amount of its liability hereunder, then notwithstanding any other provision hereof to the contrary, the amount of such liability is automatically limited and reduced, without any further action by the Guarantor, the Secured Parties or any other Person, to the highest amount that is valid and enforceable and not subordinated to the claims of other creditors as determined in such action or proceeding.

Cash on Hand Limitation. After giving effect to any Request for Credit Extension and the use of proceeds thereof, Cash on Hand shall not exceed $40,000,000.

Limitation on Authority. In no event shall Consultant have any authority, or hold himself or herself out as having authority, to enter into, bind or obligate Avidity to any agreement, purchase or obligation of any kind without Avidity’s prior written authorization.