Common use of Securities Exchange Clause in Contracts

Securities Exchange. (a) Upon the following terms and subject to the conditions contained herein, the Holders agree to deliver to the Company the shares of Series A-2 Preferred Stock listed opposite such Holder’s name on Exhibit A. In consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the delivered shares of Series A-2 Preferred Stock shall either be exchanged for validly issued, fully paid and non-assessable shares of Series B Preferred Stock or Common Stock. (b) The closing under this Agreement (the “Closing”) shall take place at the offices of Xxxxxx Xxxxx Xxxxxxxx & Xxxxxxx LLP, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000 upon the satisfaction of each of the conditions set forth in Sections 4 and 5 hereof (the “Closing Date”). (c) At the Closing, the Holders shall deliver to the Company for cancellation the shares of Series A-2 Preferred Stock, or an indemnification undertaking with respect to such shares of Series A-2 Preferred Stock in the event of the loss, theft or destruction of such shares of Series A-2 Preferred Stock. At the Closing, the Company shall issue to the Holders the Series B Preferred Stock or Common Stock, each in the amounts set forth on Exhibit A attached hereto.

Securities Exchange. (a) Upon the following terms and subject to the conditions contained herein, the Holders agree to deliver to the Company the shares of Series A-2 Preferred Stock listed opposite such Holder’s name on Exhibit A. In consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, each Holder agrees to deliver to the delivered shares of Series A-2 Preferred Stock shall either be exchanged for validly issued, fully paid and non-assessable shares of Company the Series B Preferred Stock or Common StockShares in exchange for the Series D Preferred Shares and the Company agrees to issue and deliver the Series D Preferred Shares to the Holders in exchange for the Series B Preferred Shares. (b) The closing under this Agreement (the “"Closing”") shall take place at the offices of Xxxxxx Xxxxx Xxxxxxxx & Xxxxxxx LLP, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000 upon the satisfaction of each of the conditions set forth in Sections 4 and 5 hereof (the “"Closing Date”"). (c) At the Closing, the Company shall issue to the Holders an aggregate of 7,343.270 Series D Preferred Shares as set forth on Exhibit A hereto and the Holders shall deliver to the Company for cancellation the shares of Series A-2 Preferred Stock, or an indemnification undertaking with respect to such shares of Series A-2 Preferred Stock in the event of the loss, theft or destruction of such shares of Series A-2 Preferred Stock. At the Closing, the Company shall issue to the Holders the Series B Preferred Stock or Common Stock, each in Shares. The Series D Preferred Shares are sometimes referred to herein as the amounts set forth on Exhibit A attached hereto"Securities".

Securities Exchange. (a) Upon the following terms and subject to the conditions contained herein, the Holders agree to deliver to the Company the shares of Series A-2 Preferred Stock listed opposite such Holder’s name on Exhibit A. In consideration of and .Hid in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, each Holder agrees to deliver to the delivered shares of Company the Series A-2 C Preferred Stock shall either be exchanged Shares in exchange for validly issued, fully paid the Series D Preferred Shares and non-assessable shares of the Company agrees to issue and deliver the Series B D Preferred Stock or Common StockShares to the Holders in exchange for the Series C Preferred Shares. (b) The closing under this tbi; Agreement (the “"Closing”") shall take place at the offices of Xxxxxx Xxxxx Xxxxxxxx & Xxxxxxx LLP, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000 upon the satisfaction of each of the conditions ..;onditions set forth in Sections 4 and 5 hereof ("the “Closing Date”)."Closhm Paten. v (c) At the Closing, the Holders shall deliver to the Company for cancellation the shares of Series A-2 Preferred Stock, or an indemnification undertaking with respect to such shares of Series A-2 Preferred Stock in the event of the loss, theft or destruction of such shares of Series A-2 Preferred Stock. At the Closing, the Company shall issue to the Holders the Series B Preferred Stock or Common Stock, each in the amounts an aggregate of. Scries D Inferred Shares as set forth on Exhibit A attached hereto.hereto and the Holders shall deliver to the Company for cancellation the Series C Preferred Shares. The SeriesD Preferred Shares arc sometimes referred to lerein as the "Securities",

Securities Exchange. (a) Upon the following terms and subject to the conditions contained herein, the Holders agree to deliver to the Company the shares of Series A-2 Preferred Stock listed opposite such Holder’s name on Exhibit A. In consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, each Holder agrees to deliver to the delivered shares of Series A-2 Preferred Stock shall either be exchanged for validly issued, fully paid and non-assessable shares of Company the Series B Preferred Stock or Common StockShares in exchange for the Series D Preferred Shares and the Company agrees to issue and deliver the Series D Preferred Shares to the Holders in exchange for the Series B Preferred Shares. (b) The closing under this Agreement (the “Closing”) shall take place at the offices of Xxxxxx Kxxxxx Xxxxx Xxxxxxxx & Xxxxxxx Fxxxxxx LLP, 0000 1000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000 upon the satisfaction of each of the conditions set forth in Sections 4 and 5 hereof (the “Closing Date”). (c) At the Closing, the Company shall issue to the Holders an aggregate of ___ Series D Preferred Shares as set forth on Exhibit A hereto and the Holders shall deliver to the Company for cancellation the shares of Series A-2 Preferred Stock, or an indemnification undertaking with respect to such shares of Series A-2 Preferred Stock in the event of the loss, theft or destruction of such shares of Series A-2 Preferred Stock. At the Closing, the Company shall issue to the Holders the Series B Preferred Stock or Common Stock, each in Shares. The Series D Preferred Shares are sometimes referred to herein as the amounts set forth on Exhibit A attached hereto“Securities”.

Securities Exchange. (a) Upon the following terms and subject to the conditions contained herein, the Holders agree to deliver to the Company the shares of Series A-2 Preferred Stock listed opposite such Holder’s name on Exhibit A. In consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, each Holder agrees to deliver to the delivered shares of Company the Series A-2 A Preferred Stock shall either be exchanged Shares in exchange for validly issued, fully paid and non-assessable shares of the Series B Preferred Stock or Common StockShares and the Company agrees to issue and deliver the Series B Preferred Shares to the Holders in exchange for the Series A Preferred Shares. (b) The closing under this Agreement (the “"Closing”") shall take place at the offices of Xxxxxx Xxxxx Xxxxxxxx & Xxxxxxx LLP, 0000 Xxxxxx xx xxx Xxxxxxxx000 Xxxxx Xxxxxx, Xxx Xxxx, XX 00000 upon the satisfaction of each of the conditions set forth in Sections 4 and 5 hereof (the “"Closing Date”"). (c) At the Closing, the Company shall issue to the Holders an aggregate of 4,790.3659 Series B Preferred Shares as set forth on Exhibit A hereto and the Holders shall deliver to the Company for cancellation the shares of Series A-2 A Preferred Stock, or an indemnification undertaking with respect to such shares of Series A-2 Preferred Stock in the event of the loss, theft or destruction of such shares of Series A-2 Preferred StockShares. At the Closing, the Company shall issue to the Holders the The Series B Preferred Stock or Common Stock, each in Shares are sometimes referred to herein as the amounts set forth on Exhibit A attached hereto"Securities".

Securities Exchange. (a) Upon the following terms and subject to the conditions contained herein, the Holders agree to deliver to the Company the shares of Series A-1 Preferred Stock in exchange for the Series A-2 Preferred Stock listed opposite such Holder’s name on Exhibit A. Stock. In consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, the delivered shares of Series A-2 A-1 Preferred Stock shall either be exchanged for on a one-for-one basis into validly issued, fully paid and non-assessable shares of Series B A-2 Preferred Stock or Common Stock. (b) The closing under this Agreement (the “Closing”) shall take place at the offices of Xxxxxx Xxxxx Xxxxxxxx & Xxxxxxx LLP, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000 upon the satisfaction of each of the conditions set forth in Sections 4 5 and 5 6 hereof (the “Closing Date”). (c) At the Closing, the Holders shall deliver to the Company for cancellation the shares of Series A-2 A-1 Preferred Stock, or an indemnification undertaking with respect to such shares of Series A-2 A-1 Preferred Stock in the event of the loss, theft or destruction of such shares of Series A-2 A-1 Preferred Stock. At the Closing, the Company shall issue to the Holders the Series B A-2 Preferred Stock or Common Stock, each in the amounts set forth on Exhibit A attached hereto.

Securities Exchange. (a) Upon the following terms and subject to the conditions contained herein, the Holders agree to deliver to the Company the shares of Series A-2 Preferred Stock listed opposite such Holder’s name on Exhibit A. In consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, each Holder agrees to deliver to the delivered shares of Company the Series A-2 C Preferred Stock shall either be exchanged Shares in exchange for validly issued, fully paid the Series D Preferred Shares and non-assessable shares of the Company agrees to issue and deliver the Series B D Preferred Stock or Common StockShares to the Holders in exchange for the Series C Preferred Shares. (b) The closing under this Agreement (the “"Closing”") shall take place at the offices of Xxxxxx Xxxxx Xxxxxxxx & Xxxxxxx LLP, 0000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000 upon the satisfaction of each of the conditions set forth in Sections 4 and 5 hereof (the “"Closing Date”"). (c) At the Closing, the Company shall issue to the Holders an aggregate of 2,500 Series D Preferred Shares as set forth on Exhibit A hereto and the Holders shall deliver to the Company for cancellation the shares of Series A-2 C Preferred Stock, or an indemnification undertaking with respect Shares. The Series D Preferred Shares are sometimes referred to such shares of Series A-2 Preferred Stock in herein as the event of the loss, theft or destruction of such shares of Series A-2 Preferred Stock. At the Closing, the Company shall issue to the Holders the Series B Preferred Stock or Common Stock, each in the amounts set forth on Exhibit A attached hereto"Securities".

Securities Exchange. (a) Upon the following terms and subject to the conditions contained herein, the Holders agree to deliver to the Company the shares of Series A-2 Preferred Stock listed opposite such Holder’s name on Exhibit A. In consideration of and in express reliance upon the representations, warranties, covenants, terms and conditions of this Agreement, each Holder agrees to deliver to the delivered shares of Company the Series A-2 C Preferred Stock shall either be exchanged Shares in exchange for validly issued, fully paid the Series D Preferred Shares and non-assessable shares of the Company agrees to issue and deliver the Series B D Preferred Stock or Common StockShares to the Holders in exchange for the Series C Preferred Shares. (b) The closing under this Agreement (the “Closing”) shall take place at the offices of Xxxxxx Kxxxxx Xxxxx Xxxxxxxx & Xxxxxxx Fxxxxxx LLP, 0000 1000 Xxxxxx xx xxx Xxxxxxxx, Xxx Xxxx, XX 00000 upon the satisfaction of each of the conditions set forth in Sections 4 and 5 hereof (the “Closing Date”). (c) At the Closing, the Company shall issue to the Holders an aggregate of Series D Preferred Shares as set forth on Exhibit A hereto and the Holders shall deliver to the Company for cancellation the shares of Series A-2 C Preferred Stock, or an indemnification undertaking with respect Shares. The Series D Preferred Shares are sometimes referred to such shares of Series A-2 Preferred Stock in herein as the event of the loss, theft or destruction of such shares of Series A-2 Preferred Stock. At the Closing, the Company shall issue to the Holders the Series B Preferred Stock or Common Stock, each in the amounts set forth on Exhibit A attached hereto“Securities”.