The Purchaser shall use commercially reasonable efforts to have the Registration Statement declared effective as soon as practicable. The Purchaser shall notify the Vendor in accordance with [Section 8.1] as promptly as practicable, and in any event, within 24 hours, after the Registration Statement is declared effective and shall simultaneously provide the Vendor with copies of any related Prospectus to be used in connection with the sale or other disposition of the securities covered thereby.

Effectiveness. Subject to acceptance and recording thereof by the Administrative Agent pursuant to [Section 11.06(c)], from and after the effective date specified in each Assignment and Assumption, the assignee thereunder shall be a party to this Agreement and, to the extent of the interest assigned by such Assignment and Assumption, have the rights and obligations of a Lender under this Agreement, and the assigning Lender thereunder shall, to the extent of the interest assigned by such Assignment and Assumption, be released from its obligations under this Agreement (and, in the case of an Assignment and Assumption covering all of the assigning Lender’s rights and obligations under this Agreement, such Lender shall cease to be a party hereto) but shall continue to be entitled to the benefits of Sections 3.01, 3.04, 3.05, and 11.04 with respect to facts and circumstances occurring prior to the effective date of such assignment; provided, that, except to the extent otherwise expressly agreed by the affected parties, no assignment by a Defaulting Lender will constitute a waiver or release of any claim of any party hereunder arising from that Lender’s having been a Defaulting Lender. Upon request, each Borrower (at its expense) shall execute and deliver a Note to the assignee Lender. Any assignment or transfer by a Lender of rights or obligations under this Agreement that does not comply with this [Section 11.06(b)] shall be treated for purposes of this Agreement as a sale by such Lender of a participation in such rights and obligations in accordance with [Section 11.06(d)]. In the case of any assignments by and between any Lender and any affiliate of such Lender, such Persons shall use their reasonable best efforts to coordinate the administration of this Agreement and approvals of any amendment, modification or waiver of any provision of this Agreement so as to minimize (to the extent reasonably possible) the administrative burden on the Borrowers.

Effectiveness. This Agreement shall be binding and deemed effective when executed by each Borrower, Agent, and each Lender whose signature is provided for on the signature pages hereof.

Effectiveness. This Agreement shall become effective on the Effective Date.

Effectiveness. The obligations of each Guarantor under this Guaranty shall continue in full force and effect and shall remain in operation until all of the Obligations shall have been paid in full or otherwise fully satisfied, and continue to be effective or be reinstated, as the case may be, if at any time payment or other satisfaction of any of the Obligations is rescinded or must otherwise be restored or returned upon the bankruptcy, insolvency, or reorganization of the Borrowers, or otherwise, as though such payment had not been made or other satisfaction occurred. No invalidity, irregularity or unenforceability of the Obligations by reason of applicable bankruptcy laws or any other similar law, or by reason of any law or order of any government or agency thereof purporting to reduce, amend or otherwise affect the Obligations, shall impair, affect, be a defense to or claim against the obligations of any Guarantor under this Guaranty.

Effectiveness. The submission of an unsigned copy of this document to Tenant shall not constitute an offer or option to lease the Premises. This Lease shall become effective and binding only upon execution and delivery by both Landlord and Tenant. This Lease shall be effective as of the Effective Date which shall be inserted by Landlord on the first page of this Lease upon its full execution and delivery by Landlord and Tenant.

EFFECTIVENESS. This Amendment shall become effective upon # delivery of this Amendment, duly executed by each Borrower and Bank, and # payment of all fees and expenses, as described in Section 5 of this Amendment, such date being the “Seventh Amendment Effective Date”.

Effectiveness. This Amendment shall become effective upon fulfillment of the following conditions: # the Company and Prudential shall have executed a copy of this Amendment on or prior to the Effective Date, # Prudential shall have received a copy of the resolutions of the board of the Company authorizing the execution, delivery and performance by the Company of this Amendment, certified by its secretary or assistant secretary, # the Company shall have paid the structuring fee described in Section III(b) of this Amendment to Prudential, and # Prudential shall have received such other documents and certificates as it may reasonably request relating to the Amendment and the transactions contemplated by the Amendment.

Effectiveness. This Amendment shall be deemed effective upon # the due execution and delivery to Bank of # this Amendment by each party hereto, # a Warrant to Purchase Stock in form and substance satisfactory to Bank, issued by Borrower in favor of Bank, # the Junior Loan Documents, # that certain Intercreditor Agreement by and among Bank and ORIX Ventures, LLC dated as of the date hereof, # a Subordination Agreement by and among Bank, in its capacity as Agent and a Lender under the Junior Loan Agreement, Bank, in its capacity as a lender under the Loan Agreement and ORIX Ventures, LLC dated as of the date hereof, # the completed Corporate Borrowing Certificate for Borrower in the form attached hereto; # Borrower’s payment of a commitment fee in an amount equal to Twenty Thousand Dollars ($20,000); and # all reasonable Bank Expenses incurred through the date of this Amendment, which may be debited from any of Borrower’s accounts.

SECTION # Counterparts. This Amendment Number Two may be executed by each of the parties hereto on any number of separate counterparts, each of which shall be an original and all of which taken together shall constitute one and the same instrument. The parties agree this Amendment Number Two, any documents to be delivered pursuant to this Amendment Number Two and any notices hereunder may be transmitted between them by e-mail and/or by facsimile. The parties intend that faxed signatures and electronically imaged signatures such as .pdf files and signatures executed using third party electronic signature capture service providers, which comply with the Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act or any other similar state law based on the Uniform Electronic Transactions Act, shall constitute original signatures and are binding on all parties. The original documents shall be promptly delivered, if requested.