Terms of the Notes and Warrants. The terms and conditions of the Notes and Warrants are set forth in the forms of Note and Warrant attached hereto as Exhibit C and Exhibit D, respectively. Capitalized terms not otherwise defined herein shall have the meaning set forth in Exhibit C or Exhibit D.
Terms of the Notes and Warrants. The terms and provisions of the Notes are set forth in the form of Secured Convertible Promissory Note, attached hereto as Exhibit C. The terms and provisions of the Warrants are more fully set forth in the form of Warrant, attached hereto as Exhibit D.
Terms of the Notes and Warrants. Except as otherwise set forth in this Agreement, the terms of the Notes and Warrants shall be as set forth in the Notes and Warrants, respectively.
Terms of the Notes and Warrants. The terms and provisions of the Notes are more fully set forth in the form of Note, attached hereto as Exhibit A. The terms and provisions of the Warrants are more fully set forth in the form of Common Stock Purchase Warrant, attached hereto as Exhibit B.
Terms of the Notes and Warrants. Except as otherwise set forth in this Agreement, the terms of the Secured Notes, the Convertible Notes and the Warrants shall be as set forth in the Secured Notes, the Convertible Notes and the Warrants, respectively.
Terms of the Notes and Warrants. The terms and conditions of each Note are set forth in the form of Note attached as EXHIBIT A hereto. The terms and conditions of each Warrant are set forth in the form of Warrant attached as EXHIBIT B hereto.
Terms of the Notes and Warrants. In return for the Consideration paid by each Lender, the Borrower shall sell and issue to such Lender one or more unsecured Notes in the principal amount equal to the dollar amount set forth below the Lender’s name on the signature page hereof (the aggregate principal amount so sold being the “Aggregate Note Amount”), bearing interest at eight percent (8%) per annum. Borrower in its sole discretion may increase the Aggregate Note Amount with respect to any Lender. The proceeds of the Notes shall be used for the funding in whole or part of the obligations of the Company with respect to the merger agreement for the acquisition of 100% of the beneficial ownership of Global Capacity Group, Inc., and any remainder for general working capital purposes of the Borrower. Effective as of the date of application of the proceeds of a Lender’s funding as aforesaid, the Company shall issue to the Lender a warrant (the “Warrant”) to purchase 225.00225 shares of Series AA Preferred Stock (in the form attached as Exhibit B, and which equates to 500,000 shares of Common Stock on an as converted basis assuming the Series AA Preferred Stock is issued at $0.45 per share) for each $1,000,000 of Loan funded (prorated for fractional amounts).
Terms of the Notes and Warrants. In return for the Consideration paid by each Lender, the Borrower shall sell and issue to such Lender one or more unsecured Notes in the principal amount equal to the dollar amount set forth below the Lender’s name on the signature page hereof (the aggregate principal amount so sold being the “Aggregate Note Amount”), bearing interest at 18% per annum. Borrower in its sole discretion may increase the Aggregate Note Amount with respect to any Lender. In addition, simultaneous with the initial funding of the Pipe Financing, the Company shall issue to Lender a warrant (“Warrant”) expiring on the earlier of December 31, 2011 or 30 days following delivery of a Call Notice (after achievement of a price of at least $4.00 per share and the effectiveness of an underlying registration statement as more fully described in the Warrant) to purchase a number of shares of Series A Preferred Stock, which upon conversion to rights to acquire Common Stock shall be exercisable to purchase 37,500 shares of Common Stock for each $100,000 of Notes investment, exercisable at the Pipe Common Stock Price, all as more fully set forth on Exhibit B. Company further agrees to apply 25% of all net proceeds it receives from the Pipe Financing after $5,000,000 has been raised from the Pipe Financing and until $10,000,000 has been raised from the Pipe Financing, and 50% of all net proceeds from the Pipe Financing in excess of $10,000,000 of Pipe Financing proceeds raised, toward payoff of the Notes, on a pro rata basis (allocated pro rata among all the Notes) based on outstanding principal amount. To the extent the Consideration provided by the Lender is an assignment of the Lender’s 20/20 Note and associated contract rights, by execution hereof, such Lender assigns to Borrower all right title and interest in the 20/20 Note and all associated contract rights related thereto, free and clear from all liens and encumbrances, including but not limited to the Note Administration Agreement (if the undersigned is a party to that agreement among LaSalle 20/20 Lender, LLC and the holders of promissory notes subject to such agreement, the loan and security agreement pursuant to which the undersigned has been granted a security interest in the assets of the co-borrowers with respect to the 20/20 Note, and the interest of the undersigned with respect to the Amended and Restated Intercreditor Agreement dated as of September 20, 2000 as amended through the date hereof among LaSalle 20/20 Lender LLC on ...
Terms of the Notes and Warrants. The terms and provisions of the Notes are more fully set forth in the forms of Secured Promissory Note, attached hereto as Exhibit A-1 and as Exhibit A-2, respectively. The terms and provisions of the Warrants are more fully set forth in the forms of Common Stock Purchase Warrant, attached hereto as Exhibit B-0, X-0, X-0, X-0, X-0, X-0, X-0, and B-8, respectively.
Terms of the Notes and Warrants. In return for the Consideration provided by each Lender, the Company shall sell and issue to such Lender on the later of the Initial Closing Date or the date of provision by such Lender of the Consideration to the Company for the benefit of itself and the Co-Borrowers, one or more unsecured Notes in the principal amount equal to the dollar amount set forth below the Lender’s name on the signature page hereof, and to the extent that such amount includes a per diem for interest accrued on any note(s) being exchanged for a Note hereunder, shall include all accrued interest through the Closing Date (the aggregate principal amount so sold being the “Aggregate Note Amount”), bearing simple interest at twelve percent (12%) per annum. Company, in its sole discretion, may increase the Aggregate Note Amount with respect to any Lender, provided the principal amount with respect to all Notes (and specifically excluding all interest accruing under the Notes) shall not exceed the Aggregate Note Amount. Any Lender purchasing his, her or its Note with an Existing Note hereby assigns for the benefit of the Lenders as a group all right, title and interest in the Existing Note, but specifically releases all collateral or rights with respect to collateral securing the Existing Note and authorizes the Company by any of its officers or the servicer of the Existing Note with respect to the corresponding note administration and security agreement to release all collateral held for the benefit of the Lender with respect to the Existing Note. Effective as of the date of purchase of the Lender’s Note, the Company shall issue to the Lender a warrant (the “Warrant”) to purchase 67.500006 shares of Series AA Preferred Stock (in the form attached as Exhibit B, and which presently equates to 150,000 shares (rounded) of Common Stock on an as converted basis assuming the Series AA Preferred Stock is issued at $0.45 per share) for each $100,000 of Loan funded (prorated for fractional amounts).
