Securities Purchase Agreement and Debenture Sample Contracts

RECITALS
Securities Purchase Agreement and Debenture • October 2nd, 2006 • Arkados Group, Inc. • Services-business services, nec
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WAIVER AND AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND DEBENTURE
Securities Purchase Agreement and Debenture • December 5th, 2006 • Arkados Group, Inc. • Services-business services, nec

THIS WAIVER AND AMENDMENT, dated as of November 30, 2006 (the “Waiver”), to the Securities Purchase Agreement, dated as of December 28, 2005, as amended (the “Purchase Agreement”), and the 6% Secured Convertible Debenture due December 28, 2008 (the “Debenture”) is by and among Arkados Group, Inc. (formerly CDKNET.COM, Inc.), a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement.

COMBINED AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENT AND DEBENTURE
Securities Purchase Agreement and Debenture • December 15th, 2006 • 3dicon Corp

This Amendment No. 1 to the Securities Purchase Agreement and the First Debenture, as defined below, (this “Amendment”) is entered to be effective as of the 15th day of December, 2006, by 3DIcon Corporation, an Oklahoma corporation, with principal executive offices located at 7507 Sandusky Ave., Tulsa, Oklahoma 74136 (the “Company”), and Golden Gate Investors, Inc., a California corporation (“Holder”).

WAIVER AND AMENDMENT
Securities Purchase Agreement and Debenture • May 11th, 2007 • Arkados Group, Inc. • Services-business services, nec

THIS WAIVER AND AMENDMENT, dated as of March 6, 2007 (the “Waiver”), to the Securities Purchase Agreement, dated as of December 28, 2005, as amended (the “Purchase Agreement”), and the 6% Secured Convertible Debenture due December 28, 2008 (the “Debenture”) is by and among Arkados Group, Inc. (formerly CDKNET.COM, Inc.), a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement.

WAIVER AND AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND DEBENTURE
Securities Purchase Agreement and Debenture • May 11th, 2007 • Arkados Group, Inc. • Services-business services, nec

THIS WAIVER AND AMENDMENT, dated as of January 8, 2007 (the “Waiver”), to the Securities Purchase Agreement, dated as of December 28, 2005, as amended (the “Purchase Agreement”), and the 6% Secured Convertible Debenture due December 28, 2008 (the “Debenture”) is by and among Arkados Group, Inc. (formerly CDKNET.COM, Inc.), a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement.

WAIVER AND AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND DEBENTURE
Securities Purchase Agreement and Debenture • May 11th, 2007 • Arkados Group, Inc. • Services-business services, nec

THIS WAIVER AND AMENDMENT, dated as of February 28, 2007 (the “Waiver”), to the Securities Purchase Agreement, dated as of December 28, 2005, as amended (the “Purchase Agreement”), and the 6% Secured Convertible Debenture due December 28, 2008 (the “Debenture”) is by and among Arkados Group, Inc. (formerly CDKNET.COM, Inc.), a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement.

WAIVER AND AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND DEBENTURE
Securities Purchase Agreement and Debenture • October 30th, 2006 • Arkados Group, Inc. • Services-business services, nec

THIS WAIVER AND AMENDMENT, dated as of October 24, 2006 (the “Waiver”), to the Securities Purchase Agreement, dated as of December 28, 2005, as amended (the “Purchase Agreement”), and the 6% Secured Convertible Debenture due December 28, 2008 (the “Debenture”) is by and among Arkados Group, Inc. (formerly CDKNET.COM, Inc.), a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement.

WAIVER AND AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND DEBENTURE
Securities Purchase Agreement and Debenture • December 21st, 2007 • Arkados Group, Inc. • Services-business services, nec

THIS WAIVER AND AMENDMENT, dated as of date executed by the Company (the “Waiver”), to the Securities Purchase Agreement, dated as of December 28, 2005, as amended (the “Purchase Agreement”), and the 6% Secured Convertible Debenture due December 28, 2008 (the “Debenture”) is by and among Arkados Group, Inc. (formerly CDKNET.COM, Inc.), a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). Capitalized terms used and not otherwise defined herein that are defined in the Purchase Agreement shall have the meanings given such terms in the Purchase Agreement.

AMENDMENT TO SECURITIES PURCHASE AGREEMENT AND DEBENTURE
Securities Purchase Agreement and Debenture • June 9th, 2011 • Mabcure Inc. • In vitro & in vivo diagnostic substances

THIS AMENDMENT TO SECURITIES PURCHASE AGREEMENT (the “Amendment”) is entered into as of the 2nd day of June, 2011, by and between MabCure, Inc., a Nevada corporation, ("Company"), and Centurion Private Equity, LLC, a Georgia Limited Liability Company (“Buyer”).

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