Common use of Transfer Clause in Contracts

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 26 contracts

Samples: Convertible Note (Powell Max LTD), Convertible Note (Nukkleus Inc.), Convertible Note (Powell Max LTD)

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Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 11 contracts

Samples: Securities Purchase Agreement (BOQI International Medical, Inc.), Security Agreement (Esports Entertainment Group, Inc.), Securities Restructuring Agreement (Sundial Growers Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d17(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d17(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of this Section (3)(b)(iii) 17(a), following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 9 contracts

Samples: Convertible Note (Lm Funding America, Inc.), Convertible Note (Lm Funding America, Inc.), Note (Lm Funding America, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 7 contracts

Samples: Note (Zoomcar Holdings, Inc.), Senior Note (Foxo Technologies Inc.), Senior Secured Note (Bluejay Diagnostics, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d19(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d19(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Adagio Medical Holdings, Inc.), Securities Purchase Agreement (NewGenIvf Group LTD), Securities Purchase Agreement (Delcath Systems, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 6 contracts

Samples: Senior Subordinated Convertible Note (Greenlane Holdings, Inc.), Convertible Security Agreement (Eterna Therapeutics Inc.), Senior Convertible Note (Eterna Therapeutics Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 6 contracts

Samples: Convertible Note (Baijiayun Group LTD), Convertible Note (Baijiayun Group LTD), Convertible Note (Armlogi Holding Corp.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d17(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d17(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Amyris, Inc.), Convertible Note (Metalico Inc), Convertible Note (Metalico Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d16(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d16(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 6 contracts

Samples: Securities Purchase Agreement (Ondas Holdings Inc.), Convertible Security Agreement (Bit Digital, Inc), Amendment Agreement (Amyris, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(v) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal amount stated on the face of this Note.

Appears in 5 contracts

Samples: Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (Security Devices International Inc.), Securities Purchase Agreement (Security Devices International Inc.)

Transfer. This Note is fully transferable. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d6(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d6(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii4(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 5 contracts

Samples: Acquisition Agreement (Cannabis Global, Inc.), Acquisition Agreement (Cannabis Global, Inc.), Compensation Note (Cannabis Global, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d17(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d17(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 5 contracts

Samples: Convertible Note Agreement (CISO Global, Inc.), Convertible Note Agreement (CISO Global, Inc.), Senior Convertible Note (Sadot Group Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d14(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal balance of the Note being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal balance of the Note held by the Holder is being transferred, a new Note (in accordance with Section (4)(d14(d)) to the Holder representing the outstanding Principal balance of the Note not being transferred. The Holder and any assigneetransferee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii13(b) following conversion or redemption of any portion of this Note, the outstanding Principal balance represented by this Note may be less than the outstanding Principal balance stated on the face of this Note.

Appears in 3 contracts

Samples: Indenture (Cheniere Energy Inc), Subscription Agreement (Cheniere Energy Inc), Subscription Agreement (Cheniere Energy Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d20(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d20(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 3 contracts

Samples: Securities Purchase Agreement (GigCapital5, Inc.), Securities Purchase Agreement (EF Hutton Acquisition Corp I), Fourth Amendment Agreement (Genius Group LTD)

Transfer. If this Note is to be transferredtransferred in accordance with the terms hereof, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d14(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d14(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) this Note following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Joinder Agreement (Wood River Capital, LLC), Note Purchase Agreement (Li-Cycle Holdings Corp.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d17(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d17(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) 2(e)(iii), following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Antigenics Inc /De/), Securities Purchase Agreement (Antigenics Inc /De/)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d19(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d19(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Securities Purchase Agreement (WorldSpace, Inc), Securities Purchase Agreement (Broadvision Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Wanxiang Group Corp), Securities Purchase Agreement (A-Power Energy Generation Systems, Ltd.)

Transfer. If this Note is to be transferredtransferred in accordance with the terms of this Note, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d16.4 and subject to Section 3.2(c)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d)16.4) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3.2(c) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Subordinated Note Agreement (Venus Concept Inc.), Subordinated Note Agreement (Venus Concept Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of to the Holder a new Note (in accordance with Section (4)(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note. This Note may not be transferred by the Holder without written consent of the Company, which shall not be unreasonably withheld or delayed.

Appears in 2 contracts

Samples: Standby Equity Purchase Agreement (Envirotech Vehicles, Inc.), Convertible Note (Envirotech Vehicles, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d19(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d19(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) and this Section 19(a), following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Epiq Systems Inc), Securities Purchase Agreement (Composite Technology Corp)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the CompanyIssuer, whereupon the Company Issuer will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d14(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Outstanding Principal Balance of the Note being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Outstanding Principal Balance of the Note held by the Holder is being transferred, a new Note (in accordance with Section (4)(d14(d)) to the Holder representing the outstanding Outstanding Principal Balance of the Note not being transferred. The Holder and any assigneetransferee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii14(d) following conversion or redemption of any portion of this Note, the outstanding Outstanding Principal Balance represented by this Note may be less than the Outstanding Principal Balance stated on the face of this Note.

Appears in 2 contracts

Samples: Unsecured Pik Convertible Notes Purchase Agreement (Uber Technologies, Inc), Unsecured Pik Convertible Notes Purchase Agreement (Uber Technologies, Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will shall forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Blue Ocean Acquisition Corp), Securities Purchase Agreement (TNL Mediagene)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d14(c)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d14(c)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) that following conversion or redemption put of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Note Purchase Agreement (Blue Coat Systems Inc), Note Purchase Agreement (Blue Coat Systems Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d1515(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d15(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Convertible Security Agreement (Panacea Life Sciences Holdings, Inc.), Convertible Security Agreement (Panacea Life Sciences Holdings, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d21(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d21(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Securities Purchase Agreement (Great Basin Scientific, Inc.), Securities Purchase Agreement (Great Basin Scientific, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d‎(4)(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest Interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d‎(4)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii‎(3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Standby Equity Purchase Agreement (Celularity Inc), Consent to Yorkville Arrangements (Celularity Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d))Note, registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) that following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Senior Secured Note (Foxo Technologies Inc.), Senior Secured Note (Rennova Health, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d4(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest Interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d4(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 2 contracts

Samples: Convertible Note (Celularity Inc), Consent to Yorkville Arrangements (Celularity Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d10(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d10(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of this Section (3)(b)(iii) following conversion or redemption of any portion of this Note10(a), the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Note Purchase Agreement (Us Dataworks Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d20(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d20(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Air Industries Group)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will will, subject to the satisfaction of the transfer provisions of the Securities Purchase Agreement, forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d6(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d6(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii4(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Infinity Resources Holdings Corp.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d14(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d14(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii2(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Senior Convertible Note (Victory Electronic Cigarettes Corp)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(v) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal amount stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Nestor Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d19(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d19(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) and this Section 19(a), following conversion conversion, exchange or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Stock Purchase Agreement (Imation Corp)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d17(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d17(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iv) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Biovest International Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d20(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d20(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Vasogen Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d8(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d8(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii2(c)(vi) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Net Element, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d))Note, registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Accreted Principal Amount being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal amount is being transferred, a new Note (in accordance with Section (4)(d)) to the Holder representing the outstanding Accreted Principal Amount not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Accreted Principal Amount represented by this Note may be less than the Accreted Principal Amount stated on the face of this Note.

Appears in 1 contract

Samples: Convertible Note Agreement (Healthcare Corp of America)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue issue, promptly following the satisfaction of the provisions of Section 2(f) of the Amendment Agreement, and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d)), registered in the name of the validly registered transferee assigns or assigneetransferee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal amount of this Note is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal amount of this Note not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) and this Section 18(a), following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Amendment Agreement (Charys Holding Co Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d14(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d14(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of this Section (3)(b)(iii) 14(a), following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Note Agreement (Lm Funding America, Inc.)

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Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d)18(d) and subject to Section 3), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii7(c) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Security Agreement (Algorhythm Holdings, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(dSections 16 and 17(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d17(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(ii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Applied Dna Sciences Inc)

Transfer. If this Note is to be transferredTransferred in accordance with the terms hereof, the Holder Noteholder shall surrender this Note to the CompanyIssuer, whereupon the Company Issuer will forthwith issue and deliver upon the order of the Holder Noteholder a new Note (in accordance with Section (4)(d14(c)), registered in as the name of the registered transferee or assigneeNoteholder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) Noteholder and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d14(c)) to the Holder representing the outstanding Principal not being transferred. The Holder Noteholder and any assigneePermitted Transferee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) this Note following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Subscription Agreement (Gogoro Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d19(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d19(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Senior Secured Note (Sharps Technology Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) 3 following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Senior Secured Note (Digital Ally, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d17(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d17(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section this Section (3)(b)(iiia) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Convertible Note Agreement (Lm Funding America, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d5)(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d5)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Standby Equity Purchase Agreement (AGBA Group Holding Ltd.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d20(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d20(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) and this Section 20(a), following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Senior Secured Convertible Note (Inksure Technologies Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Security Agreement (Elevai Labs Inc.)

Transfer. If this Convertible Note is to be transferred, the Holder shall surrender this Convertible Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Convertible Note (in accordance with Section (4)(d19(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Convertible Note (in accordance with Section (4)(d19(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Convertible Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Convertible Note, the outstanding Principal represented by this Convertible Note may be less than the Principal stated on the face of this Convertible Note.

Appears in 1 contract

Samples: Secured Convertible Note (WorldSpace, Inc)

Transfer. This Note may only be transferred together with the corresponding rights and obligations under the SEPA. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Convertible Promissory Note (Coeptis Therapeutics Holdings, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d12(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d12(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, that the outstanding Principal represented by this Note may be less than the Principal amount stated on the face of this Note following redemption of any portion of this Note.

Appears in 1 contract

Samples: Subordinated Secured Note (PDG Environmental Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(c)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(c)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) and this Section 18(a), following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Minrad International, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d19(d) and subject to Section 3(c)(iii)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d19(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Senior Secured Convertible Note (MassRoots, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d13(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d13(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Waiver and Amendment Agreement (Aclarion, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d14(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d14(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) 1 following conversion payment or redemption (as the case may be) of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Note (Workstream Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d)14(d) and subject to Section 4), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d14(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions provision of Section (3)(b)(iii) 4, following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Cellect Biotechnology Ltd.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d12(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d12(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Note Purchase Agreement (QC Holdings, Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d18(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal amount stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Security Devices International Inc.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d13(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d13(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Merger Agreement (Vringo Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d5)(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest Interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d5)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Niocorp Developments LTD)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will record such transfer upon the Company’s Register and forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d)), 11.4) registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d)11.4) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) 4 following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Purchase Agreement (Aura Systems Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d‎(5)(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d‎(5)(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii‎(3)(b)(iii) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Convertible Secured Promissory Note (Perfect Moment Ltd.)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the CompanyIssuer, whereupon the Company Issuer will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d13(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Outstanding Principal Balance of the Note being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Outstanding Principal Balance of the Note held by the Holder is being transferred, a new Note (in accordance with Section (4)(d13(d)) to the Holder representing the outstanding Outstanding Principal Balance of the Note not being transferred. The Holder and any assigneetransferee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii13(d) following conversion or redemption of any portion of this Note, the outstanding Outstanding Principal Balance represented by this Note may be less than the Outstanding Principal Balance stated on the face of this Note.

Appears in 1 contract

Samples: Unsecured Pik Convertible Notes Purchase Agreement (Uber Technologies, Inc)

Transfer. If this Note is to be transferred, the Holder shall -------- surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d17(d)), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d17(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(c)(iii) following conversion Conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Securities Exchange Agreement (Charys Holding Co Inc)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will will, subject to the satisfaction of the transfer provisions of the Securities Purchase Agreement, forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d5(d)), registered in the name of the registered transferee or assignee, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d5(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii3(b) following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Convertible Note (Commerce Planet)

Transfer. If this Note is to be transferred, the Holder shall surrender this Note to the Company, whereupon the Company will forthwith issue and deliver upon the order of the Holder a new Note (in accordance with Section (4)(d)18(d) and subject to Section 3), registered in as the name of the registered transferee or assigneeHolder may request, representing the outstanding Principal being transferred by the Holder (along with any accrued and unpaid interest thereof) and, if less then than the entire outstanding Principal is being transferred, a new Note (in accordance with Section (4)(d18(d)) to the Holder representing the outstanding Principal not being transferred. The Holder and any assignee, by acceptance of this Note, acknowledge and agree that, by reason of the provisions of Section (3)(b)(iii) 3 following conversion or redemption of any portion of this Note, the outstanding Principal represented by this Note may be less than the Principal stated on the face of this Note.

Appears in 1 contract

Samples: Senior Unsecured Nonconvertible Note (Hepion Pharmaceuticals, Inc.)

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