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KYCats

02/01/22 4:28 PM

#97541 RE: gemmerling #97539

4.11 Financial Ability. Within fifteen (15) days after the Effective Date, PHIL will obtain written binding commitments (the “Funding Commitments”) from third party financing sources to provide PHIL with the amounts of financing sufficient to fund the total amount of the Purchase Price at Closing and to otherwise perform its obligations with respect to the transactions contemplated by this Agreement (the “Financing”). The Funding Commitments will be in full force and effect as of the Closing Date. PHIL shall promptly provide true and correct copies of the Funding Commitments to KCCO immediately once available. There will be no conditions precedent related to the close of the Financing and the funding of the full amounts contemplated by the Funding Commitments on the Closing Date other than as agreed to by KCCO and the Founding Members in their sole discretion.