Item 1.01 Entry into a Material Definitive Agreement.
The maturity date of the Notes (the "Maturity Date") is eighteen months from the issuance date of the Notes. Interest on the unpaid principal balance of the Notes accrues at 12% per annum and subject to the conversion of the Notes accrued interest outstanding is payable in full on the Maturity date of the Notes.
The Notes are subject to customary events of default ("Event of Default") including the failure to pay principal and interest when due, bankruptcy by the Company. Upon the occurrence of an Event of Default, the unpaid portion of the principal amount will bear simple interest from the date of the Event of Default at a rate equal to 7% per annum, for the duration from such Event of Default until the cure of such Default or the repayment date of the entire outstanding balance of the Note.
On the Maturity Date of the Notes, the principal and interest and any amounts due on the Notes shall automatically convert unless at least one business date prior to such date, the Holder and/or the Company have indicated in writing that the Note shall not automatically Convert.
In any month, the Holder will not convert more than the total of 10% of the shares issuable upon conversion of the Note and the shares issuable upon exercise of the Warrant issued in connection with the Note.
The Warrants are exercisable on the date of conversion of the Notes at an
exercise price of
Pursuant to the Purchase Agreement, within one hundred twenty (120) days after
the Company has received the purchase price of the Notes from the Investors the
Company will file with the
The foregoing summary of the Purchase Agreement, Note and Warrants are qualified by reference to the full text of such documents, copies of which are filed as exhibits to this report and incorporated herein by reference.
Item 8.01 Other Information.
Effective
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit No. Description
4.1 Form of Warrant 10.1 Securities Purchase Agreement 10.2 Form of Promissory Note 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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