Distributions; Investments. (a) Pay any dividends (other than dividends payable solely in capital stock) or make any distribution or payment in respect of or redeem, retire or purchase any capital stock except that Borrower or any Subsidiary may # repurchase the stock of current or former employees, directors or consultants pursuant to stock repurchase agreements or stock purchase plans so long as such repurchases do not exceed ​ in the aggregate per fiscal year, # repurchase the stock of current or former employees, directors or consultants pursuant to stock repurchase agreements by the cancellation of indebtedness owed by such former employees regardless of whether an Event of Default exists, # convert any of its convertible securities into other securities pursuant to the terms of such convertible securities or otherwise in exchange thereof, # purchase for value of any rights distributed in connection with any stockholder rights plan, # purchases of capital stock or options to acquire such capital stock with the proceeds received from a substantially concurrent issuance of capital stock or convertible securities; # purchases of capital stock pledged as collateral for loans to employees; # purchases of capital stock in connection with # the exercise of stock options or stock appreciation rights or # the satisfaction of withholding tax obligations; in each case, by way of cashless (or, “net”) exercise; and # cash payments in lieu of the issuance of fractional shares upon conversion of convertible securities; or # directly or indirectly make any Investment other than Permitted Investments, or permit any of its Subsidiaries to do so.

Distributions; Investments. (a) Pay any dividends (other than dividends payable solely in capital stock) or make any distribution or payment in respect of or redeem, retire or purchase any capital stock except that Borrower or any Subsidiary may # repurchase the stock of current or former employees, directors or consultants pursuant to stock repurchase agreements or stock purchase plans, employee restricted stock agreements, stockholder rights plans, director or consultant stock option plans, or similar plans, provided so long as such repurchases do not exceed Five Hundred Thousand Dollars ($500,000.00) in the aggregate per fiscal year), # repurchase the stock of current or former employees, directors or consultants pursuant to stock repurchase agreements by the cancellation of indebtedness owed by such former employees regardless of whether an Event of Default exists, # convert any of its convertible securities into other securities pursuant to the terms of such convertible securities or otherwise in exchange thereof, # purchase for value of any rights distributed in connection with any stockholder rights plan, # purchases of capital stock or options to acquire such capital stock with the proceeds received from a substantially concurrent issuance of capital stock or convertible securities; # purchases of capital stock pledged as collateral for loans to employees; # purchases of capital stock in connection with # the exercise of stock options or stock appreciation rights or # the satisfaction of withholding tax obligations; in each case, by way of cashless (or, “net”) exercise; and # cash payments in lieu of the issuance of fractional shares upon conversion of convertible securities; or # directly or indirectly make any Investment other than Permitted Investments, or permit any of its Subsidiaries to do so.

Distributions; Investments. (a) Pay any dividends (other than dividends payable solely in capital stock) or make any distribution or payment in respect of or redeem, retire or purchase any capital stock except that Borrower or any Subsidiary may # repurchase the stock of current or former employees, officers, directors or consultants, # repurchase the stock of current or former employees, officers, directors or consultants pursuant to stock repurchase agreements by the cancellation of indebtedness owed by such former employees regardless of whether an Event of Default exists, # purchase for value of any rights distributed in connection with any stockholder rights plan, # purchases of capital stock or options to acquire such capital stock with the proceeds received from a substantially concurrent issuance of capital stock or convertible securities; # purchases of capital stock pledged as collateral for loans to employees, officers or directors; # purchases of capital stock in connection with # the exercise of stock options or stock appreciation rights or # the satisfaction of withholding tax obligations; in each case, by way of cashless (or, “net”) exercise; # cash payments in lieu of the issuance of fractional shares upon conversion of convertible securities; and # repurchases of stock pursuant to rights of first refusal in Borrowers’ bylaws; so long as such repurchases and purchasers (described in [(i) through (viii)]) do not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) in the aggregate per fiscal year; or # directly or indirectly make any Investment other than Permitted Investments, or permit any of its Subsidiaries to do so.

Distributions; Investments. (a) Pay any dividends or make any distribution or payment or redeem, retire or purchase any capital stock, provided that # Borrower may make payments in cash for any fractional units in connection with the exercise or conversion of warrants or other securities in an amount not to exceed Fifty Thousand Dollars ($50,000.00) per fiscal year, # ISR Borrower and any other Subsidiary may make dividends or distributions to US Borrower, and # Borrower may repurchase the stock of former employees, officers, directors or consultants pursuant to stock repurchase agreements so long as an Event of Default does not exist at the time of such repurchase and would not exist after giving effect to such repurchase, provided that the aggregate amount of all such repurchases does not exceed One Hundred Fifty Thousand Dollars ($150,000.00) per fiscal year; or # directly or indirectly make any Investment (including, without limitation, by the formation of any Subsidiary) other than Permitted Investments, or permit any of its Subsidiaries to do so.

Distributions; Investments. (a) Pay any dividends (other than dividends payable solely in capital stock or dividends by a Subsidiary of Borrower to Borrower) or make any other distribution or payment on account of or in redemption, retirement or purchase of any capital stock in cash, except that Borrower may # repurchase the stock of former employees, consultants and directors pursuant to stock repurchase agreements entered into by Borrower in the ordinary course of business, as long as an Event of Default does not exist and is not continuing prior to such repurchase or would not exist after giving effect to such repurchase, and # repurchase the stock of former employees, consultants and directors pursuant to stock repurchase agreements by the cancellation of indebtedness owed by such former employees to Borrower regardless of whether an Event of Default exists; not to exceed Five Hundred Thousand Dollars ($500,000.00) in the aggregate per fiscal year for (i) and (ii), above; or # directly or indirectly make any Investment other than Permitted Investments or permit any of its Subsidiaries to do so.

Distributions; Investments. (a) Pay any dividends or make any distribution or payment or redeem, retire or purchase any capital stock, provided that # Borrower may make payments in cash for any fractional units in connection with the exercise or conversion of warrants or other securities in an amount not to exceed Fifty Thousand Dollars ($50,000) per fiscal year, and # Borrower may repurchase the stock of former employees, officers, directors or consultants pursuant to stock repurchase agreements so long as an Event of Default does not exist at the time of such repurchase and would not exist after giving effect to such repurchase, provided that the aggregate amount of all such repurchases does not exceed One Hundred Fifty Thousand Dollars ($150,000) per fiscal year; or # directly or indirectly make any Investment (including, without limitation, by the formation of any Subsidiary) other than Permitted Investments, or permit any of its Subsidiaries to do so.

Distributions; Investments. (a) Pay any dividends (other than dividends payable solely in capital stock) or make any distribution or payment in respect of or redeem, retire or purchase any capital stock, except that Borrower may # convert any of its convertible securities into other securities pursuant to the terms of such convertible securities or otherwise in exchange thereof, # pay dividends solely in capital stock; # pay cash in lieu of the issuance of fractional shares in an aggregate annual amount not to exceed Fifty Thousand Dollars ($50,000.00); # make non-cash purchases or withholding of capital stock in connection with the exercise of stock options or stock appreciation rights by way of cashless exercise or the vesting of restricted stock units or in connection with the satisfaction of withholding obligations and # make repurchases pursuant to the terms of employee stock purchase plans, employee restricted stock agreements, stockholder rights plans, director or consultant stock option plans, or similar plans, provided such repurchases do not exceed Five Hundred Thousand Dollars ($500,000.00) in the aggregate per fiscal year or # directly or indirectly make any Investment other than Permitted Investments, or permit any of its Subsidiaries to do so.

Distributions; Investments. Apellis shall not, without SFJ’s prior written consent, # pay any dividends or make any distribution or payment on account of or redeem, retire or purchase any capital stock, provided that # Apellis may convert any

Distributions; Investments. (a) Pay any dividends or make any distribution or payment or redeem, retire or purchase any capital stock, provided that # Borrower may convert any of its convertible securities into other securities pursuant to the terms of such convertible securities or otherwise in exchange thereof; # Borrower may pay dividends solely in common stock; and # Borrower may repurchase the stock of former employees, officers, directors or consultants pursuant to stock repurchase agreements so long as an Event of Default does not exist at the time of such repurchase and would not exist after giving effect to such repurchase, provided that the aggregate amount of all such repurchases does not exceed Two Hundred Fifty Thousand Dollars ($250,000.00) per fiscal year; or # directly or indirectly make any Investment (including, without limitation, by the formation of any Subsidiary) other than Permitted Investments, or permit any of its Subsidiaries to do so.

Distributions; Investments. (a) Pay any dividends (other than dividends payable solely in capital stock) or make any distribution or payment in respect of or redeem, retire or purchase any capital stock (other than repurchases pursuant to the terms of employee stock purchase plans, employee restricted stock agreements, stockholder rights plans, director or consultant stock option plans, or similar plans, provided such repurchases do not exceed Two Hundred Fifty Thousand Dollars ($250,000) in the aggregate per fiscal year) or # directly or indirectly make any Investment other than Permitted Investments, or permit any of its Subsidiaries to do so.