Common use of Principal Installment Payments Clause in Contracts

Principal Installment Payments. Commencing on the date that is one hundred eighty (180) days from the Issuance Date, unless the Maker and Holder mutually consent to an earlier date, the Maker shall pay to the Holder the Outstanding Principal Amount hereunder in eighteen (18) consecutive monthly installments, on such date and each one (1) month anniversary thereof (each, a “Payment Date” and collectively the “Monthly Payments”), an amount equal to Four Hundred Thousand Dollars ($400,000) (the “Repayment Amount”), until the Outstanding Principal Amount has been paid in full prior to or on the Maturity Date or, if earlier, upon acceleration, conversion or redemption of this Note in accordance with the terms herein; provided, that, between Payment Dates, if the Company’s Market Capitalization is at least Fifty Million Dollars ($50,000,000), the Maker may increase the Repayment Amount, to up to Seven Hundred Fifty Thousand Dollars ($750,000) by providing written notice of the amount of such increase to the Holder as described below, such payment to be due and payable by the Maker within one (1) day of the receipt of such notice, unless the Maker’s Market Capitalization falls below Fifty Million Dollars ($50,000,000) prior to the delivery of the Repayment Shares to the Holder, in which case the Holder may, in its sole discretion deliver notice to the Maker one (1) day prior to the Payment Date that the Repayment Amount shall revert to Four Hundred Thousand Dollars ($400,000); provided, further, that the Maker and Holder may mutually consent to increase the Repayment Amount in any month while this Note is outstanding. In addition, between Payment Dates, if the Repayment Share Price (as defined below) is equal to or greater than ($2.00), the Holder may increase the Repayment Amount, to up to Nine Hundred Seventy-Five Thousand Dollars ($975,000) by providing written notice to the Maker of the amount of such increase, such payment to be due and payable by the Maker within one (1) day of the receipt of such notice, for two (2) Monthly Payments while the Note is outstanding. The Monthly Payments shall, at the Maker’s option, be made in (i) cash, in the amount equal to the product of Monthly Payment multiplied by 1.025, (ii) Repayment Shares (as defined below), or (iii) a combination of cash and Repayment Shares; provided that the number of Repayment Shares shall be determined by dividing the Principal Amount being paid in shares of Common Stock by the Repayment Share Price; provided, however, that, unless waived in writing in advance by the Holder, no portion of the Principal Amount may be paid in Repayment Shares unless such Repayment Shares (A) may be immediately resold under Rule 144 without restriction on the number of shares to be sold or manner of sale, or (B) are registered for resale under the 1933 Act and the registration statement is in effect and lawfully usable to effect immediate sales of such Repayment Shares by the Holder. The Company must provide advance written notice to the Holder of whether it will elect to pay a Monthly Payment in cash, Repayment Shares or a combination thereof, and whether it elects to increase the Repayment Amount to up to Seven Hundred Fifty Thousand Dollars ($750,000), provided that the Company’s Market Capitalization is at least Fifty Million Dollars ($50,000,000), as follows: (i) with respect to the first Monthly Payment, at least twenty (20) days before the Payment Date, and (ii) with respect to each Monthly Payment thereafter, within three (3) Business Days of the prior Payment Date; provided, however, that if no such notice is provided within the timeframes set forth above, such Monthly Payments shall be made in cash.

Principal Installment Payments. Commencing on the date that is one hundred eighty (180) days from the Issuance Date, unless the Maker and Holder mutually consent to an earlier date, the Maker shall pay to the Holder the Outstanding Principal Amount hereunder in eighteen (18) consecutive monthly installments, on such date and each one (1) month anniversary thereof (each, a “Payment Date” and collectively the “Monthly Payments”), an amount equal to Five Hundred Thirty-Three Thousand Three Hundred Thirty Four Hundred Thousand Dollars ($400,000533,334) (the “Repayment Amount”), until the Outstanding Principal Amount has been paid in full prior to or on the Maturity Date or, if earlier, upon acceleration, conversion or redemption of this Note in accordance with the terms herein; provided, that, between Payment Dates, if the Company’s Market Capitalization is at least Fifty Million Dollars ($50,000,000), the Maker may increase the Repayment Amount, to up to Seven Hundred Fifty Thousand One Million Dollars ($750,0001,000,000) by providing written notice of the amount of such increase to the Holder as described below, such payment to be due and payable by the Maker within one (1) day of the receipt of such notice, unless the Maker’s Market Capitalization falls below Fifty Million Dollars ($50,000,000) prior to the delivery of the Repayment Shares to the Holder, in which case the Holder may, in its sole discretion deliver notice to the Maker one (1) day prior to the Payment Date that the Repayment Amount shall revert to Five Hundred Thirty-Three Thousand Three Hundred Thirty Four Hundred Thousand Dollars ($400,000533,334); provided, further, that the Maker and Holder may mutually consent to increase the Repayment Amount in any month while this Note is outstanding. In addition, between Payment Dates, if the Repayment Share Price (as defined below) is equal to or greater than ($2.00), the Holder may increase the Repayment Amount, to up to Nine One Million Three Hundred Seventy-Five Thousand Dollars ($975,0001,300,000) by providing written notice to the Maker of the amount of such increase, such payment to be due and payable by the Maker within one (1) day of the receipt of such notice, for two (2) Monthly Payments while the Note is outstanding. The Monthly Payments shall, at the Maker’s option, be made in (i) cash, in the amount equal to the product of Monthly Payment multiplied by 1.025, (ii) Repayment Shares (as defined below), or (iii) a combination of cash and Repayment Shares; provided that the number of Repayment Shares shall be determined by dividing the Principal Amount being paid in shares of Common Stock by the Repayment Share Price; provided, however, that, unless waived in writing in advance by the Holder, no portion of the Principal Amount may be paid in Repayment Shares unless such Repayment Shares (A) may be immediately resold under Rule 144 without restriction on the number of shares to be sold or manner of sale, or (B) are registered for resale under the 1933 Act and the registration statement is in effect and lawfully usable to effect immediate sales of such Repayment Shares by the Holder. The Company must provide advance written notice to the Holder of whether it will elect to pay a Monthly Payment in cash, Repayment Shares or a combination thereof, and whether it elects to increase the Repayment Amount to up to Seven Hundred Fifty Thousand One Million Dollars ($750,0001,000,000), provided that the Company’s Market Capitalization is at least Fifty Million Dollars ($50,000,000), as follows: (i) with respect to the first Monthly Payment, at least twenty (20) days before the Payment Date, and (ii) with respect to each Monthly Payment thereafter, within three (3) Business Days of the prior Payment Date; provided, however, that if no such notice is provided within the timeframes set forth above, such Monthly Payments shall be made in cash.

Principal Installment Payments. Commencing on the date that is one hundred eighty (180) days from the Issuance DateJuly 23, unless the Maker and Holder mutually consent to an earlier date2023, the Maker shall pay to the Holder the Outstanding Principal Amount hereunder in eighteen (18) consecutive monthly installments, installments on such date and each one (1) month anniversary thereof (each, a “Payment Date” and collectively the “Monthly Payments”), an amount in twelve initial payments equal to Four One Hundred Eight-Six Thousand Three Hundred Forty-Three and zero/100 Dollars ($400,000186,343.00) and two final payments of Two Hundred Fifty-Five Thousand Five Hundred Fifty-Six and zero/100 Dollars (the “Repayment Amount”$255,556.00), until the Outstanding Principal Amount has been paid in full prior to or on the Maturity Date or, if earlier, upon acceleration, conversion or redemption of this Note in accordance with the terms herein; provided, that, between Payment Dates, if the Company’s Market Capitalization is at least Fifty Million Dollars ($50,000,000), the Maker may increase the Repayment Amount, to up to Seven Hundred Fifty Thousand Dollars ($750,000) by providing written notice of the amount of such increase to the Holder as described below, such payment to be due and payable by the Maker within one (1) day of the receipt of such notice, unless the Maker’s Market Capitalization falls below Fifty Million Dollars ($50,000,000) prior to the delivery of the Repayment Shares to the Holder, in which case the Holder may, in its sole discretion deliver notice to the Maker one (1) day prior to the Payment Date that the Repayment Amount shall revert to Four Hundred Thousand Dollars ($400,000); provided, further, that the Maker and Holder may mutually consent to increase the Repayment Amount in any month while this Note is outstanding. In addition, between Payment Dates, if the Repayment Share Price (as defined below) is equal to or greater than ($2.00), the Holder may increase the Repayment Amount, to up to Nine Hundred Seventy-Five Thousand Dollars ($975,000) by providing written notice to the Maker of the amount of such increase, such payment to be due and payable by the Maker within one (1) day of the receipt of such notice, for two (2) Monthly Payments while the Note is outstanding. The Monthly Payments shall, at the Maker’s option, be made in (i) cash, in the amount equal to the product of Monthly Payment multiplied by 1.025, (ii) Repayment Shares (as defined below)Shares, or (iii) a combination of cash and Repayment Shares; provided that the number of Repayment Shares shall be determined by dividing the Principal Amount being paid in shares of Common Stock by the Repayment Share Price; provided, however, that, unless waived in writing in advance by the Holder, that no portion of the Principal Amount may be paid in Repayment Shares unless such Repayment Shares (A) may be immediately resold under Rule 144 without restriction on the number of shares to be sold or manner of sale, or (B) are registered for resale under the 1933 Act and the registration statement is in effect and lawfully usable to effect immediate sales of such Repayment Shares by the HolderShares. The Company must provide advance written notice to the Holder of whether it will elect to pay a Monthly Payment in cash, Repayment Shares or a combination thereof, and whether it elects to increase the Repayment Amount to up to Seven Hundred Fifty Thousand Dollars ($750,000), provided that the Company’s Market Capitalization is at least Fifty Million Dollars ($50,000,000), thereof as follows: (i) with respect to the first Monthly Payment, at least twenty ten (2010) days Business Days before the Payment Date, and (ii) with respect to each Monthly Payment thereafter, within three (3) Business Days of the prior Payment Date; provided, however, that if no such notice is provided within the timeframes set forth above, such Monthly Payments shall be made in cashRepayment Shares.

Principal Installment Payments. Commencing on June 15, 2022 for the date that is one hundred eighty initial Monthly Payment (180) days from as defined below), then on June 21, 2022 for the Issuance Datesecond Monthly Payment, unless and thereafter on the Maker and Holder mutually consent 21st day of each month thereafter (subject to an earlier dateSection 1.6 hereof), the Maker shall pay to the Holder the Outstanding Principal Amount hereunder (as may be reduced from time to time by conversions of such Principal Amount as provided for hereunder) in eighteen monthly installments a payment equal to one-fourteenth (181/14th) consecutive monthly installments, on such date and each one of the total Principal Amount then outstanding (1) month anniversary thereof (each, a “Payment Date” and collectively the “Monthly Payments”), an amount equal to Four Hundred Thousand Dollars ($400,000) (the “Repayment Amount”), until the Outstanding Principal Amount has been paid in full prior to or on the Maturity Date or, if earlier, upon acceleration, conversion or redemption of this Note in accordance with the terms herein; provided. The Maker and the Holder agree that all payments made under this Note, thatincluding the provisions of Section 1.3, between Payment Dates, if shall be subject in all cases to the Company’s Market Capitalization is at least Fifty Million Dollars ($50,000,000), the Maker may increase the Repayment Amount, to up to Seven Hundred Fifty Thousand Dollars ($750,000) by providing written notice terms of the amount of such increase to the Holder as described belowPurchase Agreement, such payment to be due and payable by the Maker within one (1) day of the receipt of such noticeincluding, unless the Maker’s Market Capitalization falls below Fifty Million Dollars ($50,000,000) prior to the delivery of the Repayment Shares to the Holderwithout limitation, in which case the Holder may, in its sole discretion deliver notice to the Maker one (1) day prior to the Payment Date that the Repayment Amount shall revert to Four Hundred Thousand Dollars ($400,000); provided, further, that the Maker and Holder may mutually consent to increase the Repayment Amount in any month while this Note is outstanding. In addition, between Payment Dates, if the Repayment Share Price (as defined below) is equal to or greater than ($2.00), the Holder may increase the Repayment Amount, to up to Nine Hundred Seventy-Five Thousand Dollars ($975,000) by providing written notice to the Maker of the amount of such increase, such payment to be due and payable by the Maker within one (1) day of the receipt of such notice, for two (2) Monthly Payments while the Note is outstandingSection 2.4 thereof. The Monthly Payments shall, at the Maker’s option, shall be made in (i) cash, in the amount equal to the product of 102% of such Monthly Payment multiplied by 1.025, (ii) Repayment Shares (as defined below), or (iii) a combination of cash and Repayment Shares; provided that the number of Repayment Shares shall be determined by dividing the Principal Amount being paid in shares of Common Stock by the Repayment Share PricePayment; provided, however, thatas to any Monthly Payment and upon no less than two (2) Trading Days’ prior written irrevocable notice (the “Monthly Payment Notice”), in lieu of a cash payment the Company may elect to pay all or part of a Monthly Payment in Conversion Shares based on a conversion price per share, subject to a floor of $1.20 per share (which floor price may be waived by the Company as expressly provided for herein, the “Floor Price”), equal to the lesser of (i) the then Conversion Price and (ii) 90% of the Market Price (subject to adjustment for any stock dividend, stock split, stock combination or other similar event affecting the Ordinary Shares during the ten (10) Trading Day measuring period described in the definition of “Market Price” herein) (the price calculated during the applicable ten (10) Trading Day measuring period described in the definition of “Market Price” herein, the “Monthly Conversion Price” and such 10 Trading Day period, the “Monthly Conversion Period”); provided, that the Company may not pay the Monthly Payment in Conversion Shares unless (i) from the date the Holder receives the duly delivered Monthly Payment Notice through and until the date such Monthly Payment is paid in full, the Equity Conditions have been satisfied, unless waived in writing in advance by the Holder, no portion and (ii) the Market Price shall have been equal to or in excess of the Floor Price during the Monthly Conversion Period, unless the Company exercise a right, in its discretion, to waive the Floor Price. For the avoidance of doubt if the Company determines to waive the foregoing requirement that the Market Price be equal to or in excess of the Floor Price, and makes a Monthly Payment in the form of Ordinary Shares, the applicable conversion price per share shall be the lesser of (i) the then Conversion Price and (ii) 90% of the Market Price during the applicable Monthly Conversion Period, even if less than the Floor Price. The Holder may convert, pursuant to Section 3, any principal amount of this Note subject to a Monthly Payment at any time prior to the date that the Monthly Payment, plus accrued but unpaid interest, liquidated damages and any other amounts then owing to the Holder are due and paid in full. Unless otherwise indicated by the Holder in the applicable Notice of Conversion, any principal amount of this Note converted during the applicable Monthly Conversion Period until the date the Monthly Payment is paid in full shall be first applied to the Principal Amount may be paid subject to the Monthly Payment payable in Repayment Shares unless such Repayment Shares (A) may be immediately resold under Rule 144 without restriction on cash and then to the number of shares to be sold or manner of sale, or (B) are registered for resale under the 1933 Act and the registration statement is Monthly Payment payable in effect and lawfully usable to effect immediate sales of such Repayment Shares by the HolderConversion Shares. The Company must provide advance written notice to the Holder of whether covenants and agrees that it will elect honor all Conversion Notices tendered up until the amounts due hereunder are paid in full. The Company’s determination to pay a Monthly Payment in cash, Repayment Ordinary Shares or a combination thereof, and whether it elects thereof shall be applied ratably to increase all of the Repayment Amount to up to Seven Hundred Fifty Thousand Dollars holders of the then outstanding Notes based on their ($750,000), provided that the Company’s Market Capitalization is at least Fifty Million Dollars ($50,000,000), as follows: (ior their predecessor’s) with respect initial purchases of Notes pursuant to the first Monthly PaymentPurchase Agreement. Notwithstanding anything to the contrary contained herein, at least twenty (20) days before the Payment Date, and (ii) with respect to each Monthly Payment thereafter, within upon three (3) Business Days Trading Days’ notice to the Company (the date of such notice, the “Monthly Payment Adjustment Notice Date”), the Holder may elect at its sole option, to defer or accelerate up to three (3) Monthly Payments or any portion of a Monthly Payment, to any Trading Day succeeding such Monthly Payment Adjustment Notice Date provided such date precedes the next Monthly Payment Date. In the event that the Holder elects to defer or accelerate any such Monthly Payments, to the extent applicable, the procedures set forth in this Section 1.3 shall continue to apply to the Company. Following the receipt of a Monthly Payment in the form of Conversion Shares, excluding the final Monthly Payment, if during the ten (10) Trading Day period beginning on the Trading Date following the Payment Date on which such Conversion Shares were delivered (the “Succeeding Measurement Period”), the Market Price (the “Succeeding Market Price”) shall be less than the Monthly Conversion Price during the prior Monthly Conversion Period, then on the Trading Day following such Succeeding Measurement Period, the Company shall transfer to the Holder an additional number of Ordinary Shares (the “Make Whole Shares”) equal to the amount of the prior Monthly Payment Datedivided by the difference between the Succeeding Market Price and the prior Monthly Conversion Price; provided, however, that if no (i) the Succeeding Market Price is less than the Floor Price and (ii) the Company desires to exercise a right to waive the Floor Price limitation and issue Make Whole Shares at less than the Floor Price, in lieu of receiving Make Whole Shares, the Holder may elect to receive a cash payment derived by multiplying (i) the number of Make Whole Shares which would have been required to be delivered pursuant to the above provisions by (ii) the VWAP of the Ordinary Shares on the last Trading Day in the applicable Succeeding Measurement Period. For the avoidance of doubt, to the extent that the Succeeding Market Price is in excess of the Monthly Conversion Price during the applicable prior Monthly Conversion Period, the Holder shall not be required to refund any Ordinary Shares nor shall the Company receive a credit in respect of such notice is provided within excess in connection with any following Monthly Payment. With respect to the timeframes set forth abovefinal Monthly Payment, if the Company intends to pay such Monthly Payments Payment in the form of Ordinary Shares, prior to the applicable Monthly Conversion Period (but not more than two (2) Trading Days prior to the commencement of the Monthly Conversion Period), the Company shall deliver to the Holder a number of Ordinary Shares to be made applied against such Monthly Payment equal to the quotient of (x) the applicable Monthly Payment divided by (y) the lesser of (A) the Conversion Price and (B) 90% of the lowest closing bid price during the ten (10) Trading Day period preceding the delivery of such Ordinary Shares (the “Final Monthly Payment Provisional Conversion Price”). If the Monthly Conversion Price with respect to the final Payment Date is less than the Final Monthly Payment Provisional Conversion Price, then on the final Payment Date, the Company shall transfer to the Holder an additional number of Ordinary Shares equal to the amount of the final Monthly Payment divided by the difference between the Final Monthly Payment Provisional Conversion Price and the Monthly Conversion Price with respect to the final Payment Date. In connection with the foregoing, unless waived by the Company, the Holder agrees that in cashany Succeeding Measurement Period, it will not sell any Ordinary Shares received by the Holder from the Company in respect of the related Payment Date, on more than four (4) of the Trading Days during such Succeeding Measurement Period, which such four (4) Trading Days for the avoidance doubt need not be consecutive Trading Days.