“Liquidity Event Price” shall mean the price per share (or unit, if units are offered in the Liquidity Event) at which the Liquidity Event is consummated. For the avoidance of doubt, if a unit includes more than one share of Common Stock, “Liquidity Event Price” shall mean the unit price divided by the number of shares of Common Stock contained in a unit.

"Liquidity Requirements" means the anticipated liquidity needs of the Target Group to pay claims, as necessary, during the applicable Quarter.

“Liquidity Condition” means that, on the date of determination, the Borrower has Liquidity of not less than the sum of # ​ and # the outstanding principal amount of the applicable Senior Notes, at least ​ of which Liquidity is comprised of Facility Availability.

“Extended Liquidity Threshold” means Available Liquidity of ​ in excess of the amount required to repay the Extended Convertible Notes in full in cash at maturity.

If the Borrowers shall fail to deliver a Liquidity Calculation for any fiscal quarter on or before the fifth (5th) Business Day of the following fiscal quarter, each Applicable Rate shall be conclusively presumed to equal the highest Applicable Rate specified in the pricing table set forth above until the date of delivery of such Liquidity Calculation, at which time the rate will be adjusted prospectively based upon the Quarterly Liquidity reflected in such Liquidity Calculation.

“Liquidity Event” means

SECTION #Minimum Liquidity. The Borrower will maintain, at any time when the aggregate Revolver Advances minus Cash and Cash Equivalents exceed 90% of the Adjusted Borrowing Base, Liquidity of not less than 10% of the aggregate outstanding principal amount of the sum of all Revolver Advances as of the date of determination (the “Minimum Liquidity Requirement”).

“(b) Minimum Liquidity. At any time, permit Liquidity to be less than # ​ prior to the First Amendment Effective Date and # ​ on and after the First Amendment Effective Date.”

As of the Compliance Test Date shown above, Liquidity is ​

In the event the Borrower fails to comply with the covenant set forth in [Section 7.10(b)], the Borrower shall be entitled to cure any such breach subject to the following terms and conditions (any such cure that satisfies such terms and conditions, a “Liquidity Cure”): # the Borrower shall notify the Administrative Agent and the Lenders in writing of the Borrower’s intent to cure such breach within five (5) Business Days following any such breach (the “Liquidity Cure Notice”), # such Liquidity Cure Notice shall contain all information reasonably requested by the Administrative Agent and the Required Lenders as to how such breach shall be cured, # no more than one (1) Liquidity Cure in any Fiscal Year and two (2) Liquidity Cures during the term of this Agreement shall be permitted, # any Liquidity Cure shall be consummated on or prior to the date that is thirty (30) days following the date of such breach (“Liquidity Cure Expiration Date”). So long as a Liquidity Cure Notice shall have been delivered to the Administrative Agent and Lenders no later than five (5) Business Days following any such breach, none of the Administrative Agent nor any Lender may exercise any rights or remedies under [Section 8.02] (or under any other Loan Document) on the basis of any actual or purported Default or Event of Default under [Section 7.10(b)] unless and until # the applicable Liquidity Cure Expiration Date has occurred without, in the reasonable determination by the Administrative Agent at the written direction of the Required Lenders that the applicable cure shall have been consummated or # the Borrower has subsequently confirmed that it does not intend to cure any such breach; provided that an Event of Default shall be deemed continuing for all other purposes (including, without limitation, [Section 2.08(b)]) until the applicable cure shall have been consummated.