Note Amendments. (a) Each Investor agrees that the first sentence of Section 6(c)(iii) of such Investor’s Note (to the extent such Investor still holds a Note) is hereby deleted in its entirety and the following is hereby inserted in its place: “If the Company has not obtained Shareholder Approval (as defined below), then the Company may not issue in excess of the Issuable Maximum upon (i) conversions or redemptions of the Notes, (ii) as payment of principal or interest on the Notes, or (iii) exercise of the Warrant Bs.”
(b) Each Investor agrees that the last sentence of Section 6(c)(iii) of such Investor’s Note (to the extent such Investor still holds a Note) is hereby deleted in its entirety and the following is hereby inserted in its place: “The Company and the Holder understand and agree that shares of Common Stock issued to and then held by the Holder as a result of conversions or redemptions of the Notes, as payment of principal or interest on the Notes, or exercise of the Warrant Bs shall not be entitled to vote on any resolution to obtain Shareholder Approval pursuant hereto.”
Note Amendments. (A) Section 30(e) of each of the Notes issued to the Existing Holder on each of February 21, 2023 (the “February Note”) and April 10, 2023 (the “April Note”), respectively, pursuant to the Prior Agreement is hereby amended by adding the following clause as the last sentence thereof: “; provided, that if the Company delivers written notice to the Holder at least five (5) Trading Days (or such lesser time as the Holder and the Company shall mutually agree) prior to the applicable Alternate Conversion Date that specifying that the Company has elected to pay all Alternate Conversion Floor Amounts (such election revocable only with five (5) Trading Days prior written notice (or such lesser time as the Holder and the Company shall mutually agree)), if any, in shares of Common Stock, on or prior to the applicable Share Delivery Deadline with respect to such Alternate Conversion, the Company shall convert such Alternate Conversion Floor Amount into shares of Common Stock in accordance with Section 3 (with such Alternate Conversion Date as the applicable “Conversion Date” with respect thereto, “Alternate Conversion Price” (as defined in those certain senior convertible notes issued on May 26, 2023) replacing “Conversion Price” and such applicable “Alternate Conversion Floor Amount” replacing “Conversion Amount” with respect thereto). As of May 26, 2023, the Company shall be deemed to have elected to settle any Alternate Conversion Floor Amount, if any, in shares of Common Stock”
(B) Section 30(l) of each of the February Note and April Note is hereby amended by adding the following as the last sentence thereof: “For the avoidance of doubt, “Change of Control” shall include any merger or similar transaction with a special purpose acquisition company (or any similar entity).”
(C) in Section 30(x) of each of the February Note and April Note is hereby amended before the “.” to add the following clause: “(subject to reduction, at any time upon five (5) Trading Days written notice to the Holder (or such lesser time as the Holder and the Company shall mutually agree), at the option of the Company)”
Note Amendments. E.4(a) is hereby deleted and replaced by the following:
Note Amendments. Periodontix shall deliver to Demegen a copy of a Note Amendment executed by each of the Noteholders.
Note Amendments. The Note Amendments shall have been duly executed by each of the parties thereto and a copy thereof delivered to Demegen.
Note Amendments. OrangeHook shall have obtained and delivered to Nuvel completed and executed copies of a Note Amendment for each of the notes listed on Schedule 6.9 hereto.
Note Amendments. The clause “PAYMENT TERMS” is hereby deleted and replaced by the following:
Note Amendments. The clause “
Note Amendments. This Note may only be amended or modified with the written consent of Maker and Payee.
Note Amendments. (a) Notwithstanding anything to the contrary contained in the real estate promissory note dated June 29, 2001 and executed by Borrower in favor of Lender (the “June 2001 Note”) in the original principal amount of $6,000,000, as amended and extended by the Third Amendment to Amended and Restated Loan Agreement dated June 29, 2006 (the “Third Amendment”), the June 2001 Note shall be due and payable in sixty (60) monthly installments of principal, each in the amount of $66,937.15, plus all accrued unpaid interest on the outstanding principal balance commencing on July 30, 2006 and continuing thereafter on the last calendar day of each and every calendar month with the final installment of all outstanding principal, plus accrued and unpaid interest being due and payable on June 29, 2011. All other terms of the June 2001 Note as amended and extended by the Third Amendment remain unchanged and in full force and effect.
(b) Notwithstanding anything to the contrary contained in the real estate promissory note dated August 31, 2001 (the “August 2001 Note”) in the original principal amount of $1,680,000, as amended and extended by the Third Amendment to Amended and Restated Loan Agreement dated June 29, 2006 (the “Third Amendment”), the August 2001 Note shall be due and payable in sixty (60) monthly installments of principal, each in the amount of $19,566.01, plus all accrued unpaid interest on the outstanding principal balance commencing on July 30, 2006 and continuing thereafter on the last calendar day of each and every calendar month with the final installment of all outstanding principal, plus accrued and unpaid interest being due and payable on June 29, 2011. All other terms of the August 2001 Note as amended and extended by the Third Amendment remain unchanged and in full force and effect.
