Security Purchase Procedure Clause Samples

Security Purchase Procedure. 1.1 Subject to the terms and conditions hereinafter set forth, the Purchaser hereby irrevocably purchases from the Company, and the Company shall sell and issue to the Purchaser, a Note with Warrants in an original principal amount equal to the “Accepted Security Purchase Amount” set forth on the Purchaser’s signature page to this Agreement in accordance with Section 1.8 herein. Upon acceptance of this Agreement, Purchaser specifically agrees to accept, adopt and be bound by each and every provision of this Agreement. The Note has an annual rate of return of ten (10.0%) percent simple interest, which shall be paid as a Payment-in-Kind (“PIK”) in Company common stock valued at five ($5) dollars per share at the Maturity Date of the Note March 30th 2022or upon conversion. The Form of the Note is attached as Exhibit B. Additionally, the Company shall issue with the Note warrant coverage at a rate of fifty (50%) percent to the dollar value of the Note at a five ($5) dollar per share as the strike price of the Warrants. For example, if the Note were for $100,000, then the Holder would receive 10,000 warrants at a strike price of five ($5) dollars. The form of the Warrant is attached as Exhibit C. 1.2 The purchase period will terminate on the earlier of (a) the sale of the Maximum Offering; or (b) 11:50 PM Eastern Time on May 30th, 2021 unless such date is extended by the Company, in its sole discretion, for period or periods of up to a maximum of ninety (90) business days, without notice to purchasers (such date and the offering period, being the “Offering Expiration Date” and the “Offering Period,” respectively). 1.3 In the event the Company undergoes any financing event or series of financing events on or before the Maturity Date in an equity or debt financing in which cumulative gross proceeds equal or exceed five million dollars ($5,000,000) (“Financing Event”) exclusive of this Offering, then the outstanding principal balance of the Note and all accrued and unpaid interest (the “Conversion Amount”), shall be automatically converted into such Equity Securities under the same terms and conditions as those Equity Securities purchased in the Financing Event. In no event shall the Company issue fractional shares, all fractional shares shall be rounded up to the next whole share. The “Conversion Price” of Equity Securities for the Borrower shall mean with respect to an automatic conversion in connection with the Financing Event, a price per share equal to : (i) ...