Extract to table

"Closing Date" means the date on which the Closing occurs, which shall be a date mutually agreed upon by the Issuer and the Purchaser, anticipated to be on or about [●], 2023

"Interest Payment Date" means each March 31, June 30, September 30, and December 31 of each year, commencing with the first such date occurring after the Closing Date; provided that if any Interest Payment Date falls on a day that is not a Business Day, such Interest Payment Date shall be the next succeeding Business Day

"Maturity Date" means the fifth (5th) anniversary of the Closing Date (anticipated to be on or about [●], 2028); provided that if such date is not a Business Day, the Maturity Date shall be the next succeeding Business Day

02 — Rules of Interpretation Unless the context otherwise requires, in this Agreement: (a) headings and captions are for convenience of reference only and shall not affect the interpretation of this Agreement; (b) the singular includes the plural and the plural includes the singular; (c) the words "hereof," "herein," "hereunder," and words of similar import refer to this Agreement as a whole and not to any particular provision; (d) the word "including" means "including without limitation" and shall not be construed to limit any general statement to the specific or similar items or matters immediately following it; (e) references to any statute, law, rule, or regulation include all amendments, modifications, replacements, and successor statutes, laws, rules, and regulations thereto; (f) references to any agreement, document, or instrument include all amendments, restatements, supplements, and other modifications thereto and all replacements thereof; (g) references to "$" or "dollars" mean the lawful currency of the United States of America; (h) references to "days" mean calendar days unless Business Days are specified; (i) references to any Person include such Person's successors and permitted assigns; (j) accounting terms not otherwise defined herein shall have the meanings assigned to them in accordance with GAAP; and (k) all time references herein are to Eastern Time unless otherwise expressly stated

03 — Accounting Terms All accounting terms used and not specifically defined herein shall be construed in accordance with GAAP as in effect on the date hereof, consistently applied

The Notes shall be designated as the "13