8% original issue discount SENIOR SECURED CONVERTIBLE PROMISSORY NOTE DUE APRIL 28, 2018Convertible Security Agreement • May 1st, 2017 • Mantra Venture Group Ltd. • Miscellaneous electrical machinery, equipment & supplies • New York
THIS 8% ORIGINAL ISSUE DISCOUNT SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is the duly authorized and validly issued convertible promissory note of Mantra Venture Group Ltd., a British Columbia corporation, (the “Company”), having its principal place of business at c/o AW Solutions, Inc., 300 Crown Oak Centre Drive, Longwood, Florida 32750, designated as its 8% Original Issue Discount Senior Secured Convertible Promissory Note due April 28, 2018 (the “Note”).
GENERAL SECURITY AGREEMENTGeneral Security Agreement • May 1st, 2017 • Mantra Venture Group Ltd. • Miscellaneous electrical machinery, equipment & supplies • New York
GENERAL SECURITY AGREEMENT dated _____, 2017, by and between Mantra Venture Group Ltd., a British Columbia corporation, with headquarters located at c/o AW Solutions, Inc., 300 Crown Oak Centre Drive, Longwood, Florida 32750 (the “Debtor”), and the investors set forth on Schedule A hereof (collectively, the “Secured Party”).
COMMON SHARE PURCHASE WARRANT MANTRA VENTURE GROUP LTD. Warrant To Purchase Common StockCommon Share Purchase Warrant • May 1st, 2017 • Mantra Venture Group Ltd. • Miscellaneous electrical machinery, equipment & supplies • New York
MANTRA VENTURE GROUP LTD., a British Columbia corporation (the “Company”), hereby certifies that, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, _______, the registered holder hereof or its permitted assigns (the “Holder”), is entitled, subject to the terms set forth below, to purchase from the Company, at the Exercise Price (as defined below) then in effect, at any time or times on or after the Issuance Date (the “Initial Exercisability Date”), but not after 5:30 p.m., New York time, on the Expiration Date, (as defined below), ______________ (_____________)1 fully paid nonassessable shares of Common Stock (as defined below), subject to adjustment as provided herein (the “Warrant Shares”). Except as otherwise defined herein, capitalized terms in this Warrant to Purchase Common Stock (including any Warrants to Purchase Common Stock issued in exchange, transfer or replacement hereof, this “Warrant”), shall have the meanings set forth in
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 1st, 2017 • Mantra Venture Group Ltd. • Miscellaneous electrical machinery, equipment & supplies • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of April 28, 2017, by and among Mantra Venture Group Ltd., a British Columbia corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and, collectively, the “Purchasers”).
CONVERTIBLE PROMISSORY NOTE DUE APRIL 25, 2018Convertible Promissory Note • May 1st, 2017 • Mantra Venture Group Ltd. • Miscellaneous electrical machinery, equipment & supplies • New York
THIS CONVERTIBLE PROMISSORY NOTE is the duly authorized and validly issued convertible promissory note of Mantra Venture Group Ltd., a British Columbia corporation, (the “Company”), having its principal place of business at c/o AW Solutions, Inc., 300 Crown Oak Centre Drive, Longwood, Florida 32750, designated as its Convertible Promissory Note due April 25, 2018 (the “Note”).
ASSET PURCHASE AGREEMENTAsset Purchase Agreement • May 1st, 2017 • Mantra Venture Group Ltd. • Miscellaneous electrical machinery, equipment & supplies • New York
This ASSET PURCHASE AGREEMENT, dated April 25, 2017 and effective as of April 1, 2017 (the “Effective Date”), is by and among Mantra Venture Group Ltd., a British Columbia corporation (“Buyer”), and InterCloud Systems, Inc., a Delaware corporation (“Seller”).
