Common use of PLACE OF CLOSING AND PROCEDURE AT CLOSING Clause in Contracts

PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed Action of the Board of Directors. (2) the Purchaser’s execution of a wire transfer to the Company no later than one (1) business day following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transaction. (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, at its sole discretion.

Appears in 1 contract

Samples: Note Purchase Agreement (Big Tree Group, Inc.)

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PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed that certain Action of the Board of Directors, dated December 16, 2014 (the “Action of the Board of Directors”), a copy of which is attached hereto as Exhibit A, signed by the Directors of the Company. (2) the Purchaser’s execution of a wire transfer to the Company no later than one (1) 2 business day days following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) 40,000 in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) 4,000 shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transaction. (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, up to the total face value of the Note, at its sole discretion.

Appears in 1 contract

Samples: Note Purchase Agreement (Stragenics, Inc.)

PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed that certain Action of the Board of Directors, dated February 11, 2015 (the “Action of the Board of Directors”), a copy of which is attached hereto as Exhibit A, signed by the Directors of the Company. (2) the Purchaser’s execution of a wire transfer to the Company no later than one (1) 2 business day days following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) 100,000 in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) 8,000 shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transaction. (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, at its sole discretion.

Appears in 1 contract

Samples: Note Purchase Agreement (CrowdGather, Inc.)

PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s 's execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed that certain Action of the Board of Directors, dated August 6, 2014 (the "Action of the Board of Directors"), a copy of which is attached hereto as Exhibit A, signed by the Directors of the Company. (2) the Purchaser’s 's execution of a wire transfer to the Company no later than one (1) 2 business day days following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) 100,000 in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) 10,000 shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transactiontransaction . (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, at its sole discretion.

Appears in 1 contract

Samples: Note Purchase Agreement (Well Power, Inc.)

PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed that certain Action of the Board of Directors, dated August 4, 2014 (the “Action of the Board of Directors”), a copy of which is attached hereto as Exhibit A, signed by the Directors of the Company. (2) the Purchaser’s execution of a wire transfer to the Company no later than one (1) 2 business day days following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) 50,000 in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) 5,000 shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transaction. (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, up to the total face value of the Note, at its sole discretion.

Appears in 1 contract

Samples: Note Purchase Agreement (Blue Water Global Group, Inc.)

PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed that certain Action of the Board of Directors, dated December 3, 2014 (the “Action of the Board of Directors”), a copy of which is attached hereto as Exhibit A, signed by the Directors of the Company. (2) the Purchaser’s execution of a wire transfer to the Company no later than one (1) 2 business day days following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) 100,000 in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) 5,000 shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transaction. (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, at its sole discretionup to the total face value of the Note, for 180 days following execution of this Agreement, upon approval of the Company.

Appears in 1 contract

Samples: Note Purchase Agreement (Liberty Star Uranium & Metals Corp.)

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PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s 's execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed that certain Action of the Board of Directors, dated August 4, 2014 (the "Action of the Board of Directors"), a copy of which is attached hereto as Exhibit A, signed by the Directors of the Company. (2) the Purchaser’s 's execution of a wire transfer to the Company no later than one (1) 2 business day days following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) 38,000 in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) 2,000 shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transaction. (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, at its sole discretion.

Appears in 1 contract

Samples: Note Purchase Agreement (Hangover Joe's Holding Corp)

PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed that certain Action of the Board of Directors, dated January 12, 2015 (the “Action of the Board of Directors”), a copy of which is attached hereto as Exhibit A, signed by the Directors of the Company. (2) the Purchaser’s execution of a wire transfer to the Company no later than one (1) 2 business day days following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) 55,000 in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) 5,000 shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transaction. (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, up to the total face value of the Note, at its sole discretion.

Appears in 1 contract

Samples: Note Purchase Agreement (Blue Sphere Corp.)

PLACE OF CLOSING AND PROCEDURE AT CLOSING. The closing of the issuance of the Note to the Purchaser (the "Closing") shall take place simultaneously with and upon the satisfaction of the following conditions: (1) the Company’s execution and delivery to the Purchaser of the following: (a) an executed copy of this Agreement; (b) an executed copy of the Note; (c) a signed copy of the Irrevocable Instructions to the Transfer Agent; and (d) the signed that certain Action of the Board of Directors, dated November 25, 2014 (the “Action of the Board of Directors”), a copy of which is attached hereto as Exhibit A, signed by the Directors of the Company. (2) the Purchaser’s execution of a wire transfer to the Company no later than one (1) 2 business day days following the Closing as follows: the sum of forty five thousand dollars ($45,000.00) 75,000 in cash shall be remitted and delivered to the Company, five thousand dollars ($5,000.00) shall be paid to Equity Capital Investments, Inc. as a consulting fee on behalf of the Company and two thousand five hundred dollars ($2,500.00) 7,500 shall be retained by the Purchaser through an original issue discount for due diligence and legal bills related to this transaction. (3) the Purchaser reserves the right to pay additional consideration at any time and in any amount it desires, up to the total face value of the Note, for 180 days following execution of this Agreement, at its sole discretion.

Appears in 1 contract

Samples: Note Purchase Agreement (Medican Enterprises, Inc.)

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