Term Sheet For Financing Of Company, Llc (Page 2 of 3) in pdf

Term Sheet For Financing Of Company, Llc Page 2

Liquidation Preferences:

See Section 10.3 of the Operating Agreement.

Subscription Agreement:

The sale of Common Units as described above will be made pursuant to a subscription agreement

mutually acceptable to the Company and each Investor, which agreement will contain, among other

things, appropriate representations and warranties of the Company and each Investor and

appropriate conditions to closing which will include, among other things, qualification of the

securities to be sold under applicable Blue Sky laws.

Acceptance of Operating Agreement:

Concurrent with the issuance of the Common Units each Investor shall agree to be bound by the

terms of the Operating Agreement.

Drag-along Right

See Section 7.2 of the Operating Agreement.

Transfer Restrictions

See Article 7 of the Operating Agreement

Counsel and Expenses:

Company counsel to draft closing documents. Each party to be responsible for their own expenses.

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COMPANY - Term Sheet July, 2013

Confidential Information

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Term Sheet For Financing Of Company, Llc Page 2