“Purchase Price” means $0.07408 per share, subject to modification based on the number of shares issued (subject to any discounts applicable where all or a portion of such Purchase Price is being paid by cancellation of indebtedness of the Company to such Purchaser).

Inventory turns

Off-Balance Sheet Arrangements. Except as set forth in [Schedule 2.8(g)] of the Company Schedules, neither the Company nor any Subsidiary has entered into any material off-balance sheet transactions.

Off-Balance Sheet Arrangements. There are no transactions, arrangements and other relationships between and/or among the Company, and/or, to the knowledge of the Company, any of its affiliates and any unconsolidated entity, including, but not limited to, any structured finance, special purpose or limited purpose entity (each, an “Off Balance Sheet Transaction”) that would affect materially the Company’s liquidity or the availability of or requirements for its capital resources, including those Off Balance Sheet Transactions described in the Commission’s Statement about Management’s Discussion and Analysis of Financial Conditions and Results of Operations (Release Nos. 33-8056; 34-45321; FR-61), required to be described in the Registration Statement or the Prospectus which have not been described as required.

“Final Term Sheet” means the final term sheet in the form set forth on [Schedule II] hereto, reflecting the final terms of the Notes.

The parties acknowledge that the non-binding term sheet attached hereto as Exhibit “B” (“Non-Binding Term Sheet”) forms, in part, the basis for this First Amendment.

This term sheet dated August 25, 2017 (the “Term Sheet”) sets forth the principal terms and conditions of Samrat Khichi’s (“Executive”) employment with [[Organization A:Organization]] following the Closing. The terms and conditions of employment provided in this Term Sheet are conditioned upon the occurrence of the Closing and approval by the Board of Directors of [[Organization A:Organization]], and shall be null and void in the event that either such condition does not occur. Terms used in this Term Sheet but not defined herein shall have the meanings ascribed to them in the Offer Letter.

Term. The term of this Agreement (the “Term”) will commence on the Effective Date and, unless earlier terminated in accordance with this Article 8, will continue until all Royalty Terms for all Licensed Products have expired in all countries of the Territory.

Term. For the avoidance of doubt, the Term of the Lease applicable to the Expansion Space will expire at 11:59 p.m. CT on April 30, 2028, subject to [[Organization B:Organization]]'s renewal option as set forth in Article 3 of the Lease.

Term. The maximum term of each Option granted to a Non-Employee Director hereunder shall be ten (10) years from the date the Option is granted.