Extract to table

Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the Stock Purchase Agreement

4 of the Stock Purchase Agreement (the "Closing Statement"), and shall be wired directly to Ironclad at the Closing in accordance with the Funds Flow Memorandum

Per Diem Interest: The Payoff Letter provides that, in the event the Closing and payoff do not occur on October 31, 2024, as anticipated, per diem interest shall accrue on the outstanding principal balance at a rate of $1,484

3(e) of the Stock Purchase Agreement conditions the Buyer's obligation to close on the Buyer's receipt, at or prior to the Closing, of the payoff letter from Ironclad, in form and substance reasonably satisfactory to the Buyer, together with evidence that, upon payment of the amounts set forth therein, all liens and security interests of Ironclad on the assets of the Company shall be released in full