definiens: within the Payment Da te ranges as defined in Table I below, or CONFIDENTIAL INFORMATION Page 6 June 3, 2007 ( ii ) [COMPANY] elects to repurchase Air Products ’ Shar es ( the ) for a purchase price equal to an amount which Air Product s would receive gross proceeds of at least the Base Amounts according to the following Payment Dates ( a nd in such event Air Products would be obligated an d required to sell its Shares to [COMPANY] or its assign ees for such Base Amounts ): Table I Base Amounts in US dollars Payment Date $ 5,400,000 On or before December 31, 2008 $ 6,400,000 At any time between January 1, 2009 and December 31, 2009 $ 7,500,000 At any time between Janaury 1, 2010 and December 31, 2010 If on or before the Payment Dates there is a Liquid ation Event pursuant to which AIR PRODUCTS receives gross proceeds of less than the applicable Base Amo unts, INOGEN shall have the right to pay up the exc lusive license granted in Section 2.1 for the Term of the Agreement by making a one - time payment to AIR PRODUCTS equal to the positive difference between t he applicable Base Amounts and the gross proceeds received by AIR PRODUCTS in connection with such Li quidation Event