Closing. The completion of the purchase and sale of the Securities (the “Closing”) shall occur at a place and time (the “Closing Date”) to be specified by [[Organization C:Organization]] and the Placement Agent, and of which the Investors will be notified in advance by the Placement Agent, in accordance with Rule 15c6-1 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). In accordance with paragraph 5 of the Subscription Agreement, # [[Organization C:Organization]] shall cause to be delivered to [[Organization B:Organization]] the Securities set forth on the Signature Page registered in the name of [[Organization B:Organization]] or, if so indicated on [[Organization B:Organization]] Questionnaire attached hereto as Exhibit A, in the name of a nominee designated by [[Organization B:Organization]] and # the aggregate purchase price for the Securities being purchased by [[Organization B:Organization]] will be delivered by or on behalf of [[Organization B:Organization]] to [[Organization C:Organization]].

“Deliverables” means the deliverables set forth in the applicable Work Order.

“Deliverables” shall have the meaning set forth in Exhibit B (Deliverables).

Refinement of Services, Deliverables, and Schedule. During the Transition Period, Owners and Service Provider will further define # the Services that Service Provider will perform, # division of responsibilities, # the Deliverables; and # the schedule for completion of Services and delivery of Deliverables to support the updated Project Schedule that will be developed by Owners with Service Provider’s input. The Services and Deliverables defined in accordance with this Section 4.1 will be consistent with the high-level descriptions of Services and Deliverables set forth in Exhibit A (Services and Division of Responsibility) and Exhibit B (Deliverables) and any other applicable requirements in this Agreement.

The Closing shall take place at the offices of the Purchaser's legal counsel on the Closing Date or upon such earlier or later time and date and such place as may be agreed upon among the Parties.

Receivables Deliverables

2.4Requirements. Purchaser shall purchase from Supplier one hundred percent (100%) of Purchaser’s requirements of Supply Deliverables, and Purchaser shall not manufacture itself, or obtain from any Affiliate or Third Party, any Supply Deliverables. The foregoing provision shall not be applicable to any rejected Supply Deliverables or Defective Product as provided for herein.

ARTICLE # IP DELIVERABLES

Deliverables to be Developed:

Deliverables at Triggering Event Dates; Certificates. The Company agrees that on or prior to the date of the first Issuance Instruction from the Selling Stockholder and during the term of this Agreement after the date of this Agreement, upon: