Minimum Extension Requirement. If (and only if) the total of the Commitments of the ​ that have agreed so to extend their Maturity Date (each, an “Extending Lender”) and the additional Commitments of the Additional Commitment ​ shall be more than 50% of the aggregate amount of the Commitments in effect immediately prior to the applicable anniversary of the Closing Date, then, effective as of such anniversary of the Closing Date, the Maturity Date of each Extending Lender and of each Additional Commitment Lender shall be extended to the date falling one year after the then effective Existing Maturity Date (except that, if such date is not a Business Day, such Maturity Date as so extended shall be the next preceding Business Day) and each Additional Commitment Lender shall thereupon become a “Lender” for all purposes of this Agreement.

Minimum Vesting Requirement. Except in the case of death, disability, involuntary termination, Retirement or a Change in Control, in no event shall the vesting schedule of an Award provide that any portion of such Award will vest prior to the first anniversary of the grant date; provided, however, that up to an aggregate of 5% of the maximum number shares of Stock that may be delivered to Participants and their beneficiaries under the Plan may be issued without regard to the foregoing requirements.

Minimum Vesting Requirement. Notwithstanding any other provision of this Plan (outside of this [Section 3(e)]) to the contrary, awards granted under this Plan (other than cash-based awards) shall vest no earlier than the first anniversary of the applicable Date of Grant; provided, that the following awards shall not be subject to the foregoing minimum vesting requirement: any # awards granted in connection with awards that are assumed, converted or substituted pursuant to [Section 22(a)] of this Plan; # shares of Common Stock delivered in lieu of fully vested cash obligations; # awards to non-employee Directors that vest on the earlier of the one-year anniversary of the applicable Date of Grant and the next annual meeting of Stockholders which is at least 50 weeks after the immediately preceding year’s annual meeting of Stockholders; and # any additional awards the Committee may grant, up to a maximum of five percent (5%) of the available share reserve authorized for issuance under the Plan pursuant to [Section 3(a)(i)] (subject to adjustment under [Section 11]). Nothing in this [Section 3(e)] or otherwise in this Plan, however, shall preclude the Committee, in is sole discretion, from # providing for continued vesting or accelerated vesting for any award under this Plan upon certain events, including in connection with or following a Participant’s retirement, death, disability, or termination of employment or service or a Change in Control, or # exercising its authority under [Section 18(c)] at any time following the grant of an award.

Minimum Vesting Requirement. Options may be made subject to Vesting Conditions based upon the satisfaction of such Service requirements, conditions, restrictions or Performance Goals as shall be established by the Committee and set forth in the Award Agreement evidencing such Award; provided, however, that in no event shall any issuance of Options under the Plan be subject to a Service vesting requirement of less than one (1) year. Notwithstanding the foregoing, the Committee may, in its sole discretion, accelerate the vesting of any Options granted under the Plan.

Minimum Stock Ownership Requirement. In an effort to more closely align the interests of our directors and senior management with those of our stockholders, each director and senior officer will be required to meet the following minimum stock ownership requirements: # each director shall own at least 100,000 shares of Scio Diamond stock; # our chief executive officer shall own at least 400,000 (four hundred thousand) shares of Scio Diamond stock. Our directors shall have five years from the date they became a director of Scio Diamond to come into compliance with these ownership requirements. Our chief executive officer shall have five years from the later of # ​ or # the date they assumed such roles at Scio Diamond to come into compliance with these ownership requirements. Scio Diamond advisors who don't receive annual equity grants are exempt from the minimum ownership requirements set forth above. Compliance with the minimum stock ownership level will be determined on the date when the grace period set forth above expires, and annually on each December 31 thereafter.

Extension. BRPA shall take all actions necessary to obtain the approval of the BRPA Stockholders to extend the deadline for BRPA to consummate its initial Business Combination beyond ​ to ​ (such extension, the “Extension”, and such approval of the BRPA Stockholders of the Extension, the “Extension Approval”).

Extension. Subtenant shall have the option to extend (the “Option”) the Term for an additional period of one (1) year (the “Extension Period”) upon all terms and conditions of the Sublease, except that Subtenant shall have no further right to extend the Term, and the Base Rent shall be increased to the amounts provided for herein. The Option may be exercised only by Subtenant giving Sublandlord irrevocable and unconditional written notice thereof no later than nine (9) months before the commencement of the Extension Period; provided, however, only if Sublandlord intends to occupy the Sublet Portion upon expiration of the initial Term of this Sublease, then Sublandlord may nullify Subtenant’s exercise of the Option by written notice given to Subtenant within thirty (30) days of Subtenant’s exercise of the Option. Said exercise shall, at Sublandlord’s election, be null and void if Subtenant is in default under the Sublease at the date of said notice or at any time thereafter and prior to commencement of the Extension Period. If Subtenant shall fail to exercise the Option in accordance with the terms hereof, said Option shall terminate and be null and void. If Sublandlord shall fail to nullify said exercise within the period set forth above, Sublandlord’s nullification right shall terminate and be null and void. Subtenant’s exercise of the Option shall not operate to cure any default by Subtenant of any of the terms or provisions in this Sublease, nor to extinguish or impair any rights or remedies of Sublandlord arising by virtue of such default. If the Sublease or Subtenant’s right to possession of the Sublet Portion shall terminate in any manner whatsoever before Subtenant shall exercise the Option, or before the commencement of the Extension Period, or if Subtenant shall have assigned the Sublease or subleased all or any portion of the Sublet Portion before Subtenant shall have exercised the Option, then immediately upon such termination, sublease or assignment, the Option shall simultaneously terminate and become null and void. If the Term of the Sublease shall terminate for any reason prior to the expiration of the initial Term, then the Option shall become null and void, whether or not it has been previously exercised. Time is of the essence of this provision. The Extension Period shall be upon all the same terms and conditions of the Sublease except the Base Rent for the Extension Period shall increase by two and fifty hundredths percent (2.50%) over Base Rent payable in the last month of the initial Term.

Extension. Each undersigned lender other than the lender listed on [Schedule I] hereto (such lender, the “Non-Extending Lender” and each other lender party hereto, an “Extending Lender” and together, the “Extending Lenders”) hereby agrees to amend the Credit Agreement to extend, effective on the Amendment Effective Date, the Termination Date under the Credit Agreement in respect of such Extending Lender’s Commitment for one year to ​ and by their acceptance hereof the Borrowers hereby confirm that the conditions set forth in [[Section 2.19(b)(i) and (ii)])]])] of the Credit Agreement are satisfied as to such extension. For the avoidance of doubt, the Termination Date under the Credit Agreement with respect to the Non-Extending Lender’s Commitment shall be the “Termination Date” under the Credit Agreement as in effect immediately prior to the Amendment Effective Date and the Non-Extending Lender is party to this Amendment solely for purposes of consenting to the amendments set forth in [Section 3] below and not for purposes of this [Section 2].

Audit Requirement. YourSpace shall use commercially reasonable efforts to undertake an audit of its financial statements to be included in the Company’s SEC Reports to be filed with the SEC after the Closing Date in accordance with the rules and regulations promulgated by the SEC (the “Audit Deadline”). The Company and YourSpace shall act in good faith and take such further assurances as are necessary to comply with the requirements set forth in this Section to meet the Audit Deadline.

Notification Requirement. During the term of the Participant's employment with the Corporation or any Affiliate and for the period of two (2) years following termination of the Participant’s employment with the Corporation or an Affiliate, regardless of the reason for or the manner of termination, the Participant agrees to notify the Corporation in writing prior to accepting new employment, or engaging in any other activity which may violate this Award Agreement, and the Participant agrees to provide in such notice information concerning the anticipated new employment or activity, including, but not limited to: name of new employer; address of new employer; name of new team leader; job title; and scope and responsibilities of the new position. The Participant recognizes that such duty of notification is not affected by the Participant’s belief that such employment may perhaps not violate this Award Agreement or otherwise be unfairly competitive with the Corporation or an Affiliate. The Participant’s written notice should be addressed to the Corporation's General Counsel with subject line Non-Competition Agreement, via email to ​.