ContractSenior Secured Convertible Promissory Note • October 16th, 2012 • VistaGen Therapeutics, Inc. • Pharmaceutical preparations • New York
THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR RECEIPT BY THE MAKER OF AN OPINION OF COUNSEL IN THE FORM, SUBSTANCE AND SCOPE REASONABLY SATISFACTORY TO THE MAKER THAT THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF MAY BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF, UNDER AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND SUCH STATE SECURITIES LAWS.
FIRST AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • July 26th, 2005 • Baker Christopher P • Hotels & motels • Massachusetts
This First Amendment to Senior Secured Convertible Promissory Note (this “Amendment”) dated as of the 15th day of June, 2005 is made and entered into by Anasazi Partners II, LLC (the “Lender”), and Earthworks Entertainment, Inc., a Delaware corporation (the “Company”).
ContractSenior Secured Convertible Promissory Note • August 6th, 2013 • Ideal Power Inc. • New York
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY OTHER JURISDICTION. BY ACQUIRING THIS NOTE, THE HOLDER REPRESENTS THAT THE HOLDER WILL NOT SELL OR OTHERWISE DISPOSE OF THIS NOTE WITHOUT REGISTRATION OR COMPLIANCE WITH AN EXEMPTION FROM REGISTRATION UNDER THE AFORESAID ACTS AND THE RULES AND REGULATIONS THEREUNDER.
Execution Version NEITHER THIS SECURITY NOR THE SECURITIES INTO WHICH THIS SECURITY IS CONVERTIBLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM...Senior Secured Convertible Promissory Note • November 13th, 2024 • Elicio Therapeutics, Inc. • Pharmaceutical preparations • New York
ContractSenior Secured Convertible Promissory Note • September 24th, 2007 • Glowpoint Inc • Telephone communications (no radiotelephone) • New York
THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR APPLICABLE STATE SECURITIES LAWS, AND MAY NOT BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR RECEIPT BY THE MAKER OF AN OPINION OF COUNSEL IN THE FORM, SUBSTANCE AND SCOPE REASONABLY SATISFACTORY TO THE MAKER THAT THIS NOTE AND THE SHARES OF COMMON STOCK ISSUABLE UPON CONVERSION HEREOF MAY BE SOLD, TRANSFERRED, OR OTHERWISE DISPOSED OF, UNDER AN EXEMPTION FROM REGISTRATION UNDER THE ACT AND SUCH STATE SECURITIES LAWS.
Exhibit 10.49 ------------- Amendment No. 1 to the Senior Secured Convertible Promissory Note due date February 13, 2008 This Amendment No. 1 ("Amendment") is entered into as of August 20, 2007 (the "Effective Date") by and between FinancialContent,...Senior Secured Convertible Promissory Note • August 27th, 2007 • Financialcontent Inc • Services-advertising
EIGHTH AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • August 7th, 2020 • Gi Dynamics, Inc. • Surgical & medical instruments & apparatus • New York
This Eighth Amendment to Senior Secured Promissory Note by and among GI DYNAMICS, INC., a Delaware corporation (the “Payor”), and CRYSTAL AMBER FUND LIMITED (the “Holder”) is effective as of May 15, 2020. Capitalized terms used but not defined herein have the definitions ascribed thereto in that certain Senior Secured Convertible Promissory Note issued on June 15, 2017 by the Payor to the Holder, as amended on December 31, 2018, March 29, 2019, April 30, 2019, June 30, 2019, August 21, 2019, March 31, 2020 and May 1, 2020 (as so amended, the “Existing Note”).
AMENDMENT NO. 4 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • November 23rd, 2009 • Zoo Entertainment, Inc • Services-prepackaged software
This Amendment No. 4 (this “Amendment”), dated as of October [__], 2009, is entered into by and among Zoo Entertainment, Inc. (the “Company”) and the undersigned holders of the Notes (as defined below) representing the Requisite Holders (as defined below).
SECOND AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • May 17th, 2019 • Gi Dynamics, Inc. • Surgical & medical instruments & apparatus • New York
This Second Amendment to Senior Secured Promissory Note by and among GI Dynamics, Inc., a Delaware corporation (the “Payor”) and Crystal Amber Fund Limited (the “Holder”) is effective as of March 29, 2019. Capitalized terms used but not defined herein have the definitions ascribed thereto in that certain Senior Secured Convertible Promissory Note issued on June 15, 2017 by the Payor to the Holder, as amended December 31, 2018 (the “Existing Note”).
ARTICLE ISenior Secured Convertible Promissory Note • October 29th, 2009 • SEAMLESS Corp • Services-computer programming, data processing, etc. • New York
FORM OF AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • November 3rd, 2010 • TechniScan, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is made and entered into as of October 28, 2010 by and among TECHNISCAN, INC., (the “Maker”) and (together with its successors and assigns, “Payee”).
SECOND AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • October 31st, 2024 • Golden Matrix Group, Inc. • Services-prepackaged software • Delaware
This Second Amendment to Senior Secured Convertible Promissory Note (this “Agreement”), dated and effective October , 2024 (the “Effective Date”), amends that certain Senior Secured Convertible Promissory Note in the principal amount of $12,000,000, dated July 2, 2024, as amended by the First Amendment to Senior Secured Convertible Promissory Note dated and effective August 9, 2024 (as amended, the “Promissory Note”), by and between Golden Matrix Group, Inc., a Nevada corporation (the “Company”), and Lind Global Asset Management VIII LLC, a Delaware limited liability company (the “Holder”). Certain capitalized terms used below but not otherwise defined shall have the meanings given to such terms in the Promissory Note.
AMENDMENT No. 1 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • November 16th, 2020 • IIOT-OXYS, Inc. • Services-prepackaged software
This Amendment No. 1 to the 12% Senior Secured Convertible Promissory Note (this “Amendment”), dated September 21, 2020 (the “Effective Date”), is by and between IIOT-OXYS, Inc., a Nevada corporation (the “Borrower”), on the one hand, and Catalytic Capital LLC (the “Holder”), on the other hand. The Borrower and the Holder will be referred to individually as a “Party” and collectively as the “Parties.” Any capitalized terms not defined in this Amendment will have the meaning set forth in the Senior Secured Convertible Promissory Note dated March 6, 2019 issued by the Borrower to the Holder (the “Note”), attached hereto as Exhibit A.
ContractSenior Secured Convertible Promissory Note • March 7th, 2014 • Cardinal Energy Group, Inc. • Oil & gas field exploration services • California
THIS NOTE HAS NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES AND MAY NOT BE SOLD OR OTHERWISE DISPOSED OF EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN APPLICABLE EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF SUCH ACT AND SUCH LAWS
FIRST AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • July 26th, 2005 • Baker Christopher P • Hotels & motels • Massachusetts
This First Amendment to Senior Secured Convertible Promissory Note (this “Amendment”) dated as of the 15th day of June, 2005 is made and entered into by Christopher P. Baker (the “Lender”), and Earthworks Entertainment, Inc., a Delaware corporation (the “Company”).
SECOND AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • November 29th, 2024 • Raadr, Inc. • Services-computer programming services • Delaware
This AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (this “Agreement”) is entered into as of October 1, 2024 (the “Effective Date”), by and between Raadr, Inc., a Nevada corporation (the “Company”), and Leonite Fund I, LP, a Delaware limited partnership (the “Investor” and, together with the Company, the “Parties”). Capitalized terms used but not defined herein shall have the meanings ascribed to them under the Loan Documents (defined below).
Amendment No. 2 to the Senior Secured Convertible Promissory Note original due date March 31, 2008Senior Secured Convertible Promissory Note • February 29th, 2008 • Financialcontent Inc • Services-advertising
This Amendment No. 2 (“Amendment”) is hereby made between FinancialContent Services, Inc. (“Maker”), and Jade Special Strategy, LLC (“Holder”) (hereinafter Maker and Holder each a “Party” and collectively “Parties”).
EXHIBIT 99.2 THIS NOTE AND THE SECURITIES REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT...Senior Secured Convertible Promissory Note • September 25th, 2002 • Ista Pharmaceuticals Inc • In vitro & in vivo diagnostic substances • California
SEVENTH AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • August 7th, 2020 • Gi Dynamics, Inc. • Surgical & medical instruments & apparatus • New York
This Seventh Amendment to Senior Secured Promissory Note by and among GI DYNAMICS, INC., a Delaware corporation (the “Payor”), and CRYSTAL AMBER FUND LIMITED (the “Holder”) is effective as of May 1, 2020. Capitalized terms used but not defined herein have the definitions ascribed thereto in that certain Senior Secured Convertible Promissory Note issued on June 15, 2017 by the Payor to the Holder, as amended on December 31, 2018, March 29, 2019, April 30, 2019, June 30, 2019, August 21, 2019 and March 31, 2020 (as so amended, the “Existing Note”).
SIXTH AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • May 6th, 2020 • Gi Dynamics, Inc. • Surgical & medical instruments & apparatus • New York
This Sixth Amendment to Senior Secured Promissory Note by and among GI DYNAMICS, INC., a Delaware corporation (the “Payor”), and CRYSTAL AMBER FUND LIMITED (the “Holder”) is effective as of March 31, 2020. Capitalized terms used but not defined herein have the definitions ascribed thereto in that certain Senior Secured Convertible Promissory Note issued on June 15, 2017 by the Payor to the Holder, as amended on December 31, 2018, March 29, 2019, April 30, 2019, June 30, 2019 and August 21, 2019 (as so amended, the “Existing Note”).
ARTICLE ISenior Secured Convertible Promissory Note • July 3rd, 2002 • Vertel Corp • Services-prepackaged software • New York
AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • May 23rd, 2011 • TechniScan, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is made and entered into as of May 13, 2011 by and among TECHNISCAN, INC., (the “Maker”) and the undersigned holder of the Maker’s senior secured convertible promissory note (together with its successors and assigns, “Payee”).
EXECUTION VERSION SENIOR SECURED CONVERTIBLE PROMISSORY NOTE THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), NOR UNDER ANY APPLICABLE STATE SECURITIES LAWS. THIS SECURITY HAS BEEN ACQUIRED FOR INVESTMENT...Senior Secured Convertible Promissory Note • November 21st, 2005 • It&e International Group • Services-commercial physical & biological research • New York
THIRD AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • August 15th, 2019 • Gi Dynamics, Inc. • Surgical & medical instruments & apparatus • New York
This Third Amendment to Senior Secured Promissory Note by and among GI Dynamics, Inc., a Delaware corporation (the “Payor”) and Crystal Amber Fund Limited (the “Holder”) is effective as of April 30, 2019. Capitalized terms used but not defined herein have the definitions ascribed thereto in that certain Senior Secured Convertible Promissory Note issued on June 15, 2017 by the Payor to the Holder, as amended December 31, 2018 and March 29, 2019 (the “Existing Note”).
ContractSenior Secured Convertible Promissory Note • April 26th, 2023 • SOS Hydration Inc. • Beverages • Nevada
THIS INSTRUMENT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”). THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT OR UPON RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE ACT.
AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • April 21st, 2011 • TechniScan, Inc. • Surgical & medical instruments & apparatus
THIS AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is made and entered into as of April 15, 2011 by and among TECHNISCAN, INC., (the “Maker”) and the undersigned holder of the Maker’s senior secured convertible promissory note (together with his heirs, successors and assigns, “Payee”).
SENIOR SECURED CONVERTIBLE PROMISSORY NOTE FIRST AMENDMENTSenior Secured Convertible Promissory Note • November 20th, 2018 • Nexeon Medsystems Inc • Electromedical & electrotherapeutic apparatus • New York
This FIRST AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (the “Amendment”), dated as of November 20, 2018, is entered into by NEXEON MEDSYSTEMS INC, a Nevada corporation (hereinafter called the “Borrower”), and LEONITE CAPITAL, LLC, a Delaware limited liability company, or registered assigns (the “Holder”).
Amendment No. 2 to the Senior Secured Convertible Promissory Note original due date February 13, 2008Senior Secured Convertible Promissory Note • February 29th, 2008 • Financialcontent Inc • Services-advertising
This Amendment No. 2 (“Amendment”) is hereby made between FinancialContent Services, Inc. (“Maker”), and Jade Special Strategy, LLC (“Holder”) (hereinafter Maker and Holder each a “Party” and collectively “Parties”).
Amendment No. 3 to the Senior Secured Convertible Promissory Note original due date February 13, 2006Senior Secured Convertible Promissory Note • February 29th, 2008 • Financialcontent Inc • Services-advertising
This Amendment No. 3 (“Amendment”) is hereby made between FinancialContent Services, Inc. (“Maker”), and Jade Special Strategy, LLC (“Holder”) (hereinafter Maker and Holder each a “Party” and collectively “Parties”).
ARTICLE I TERMS OF PAYMENTSenior Secured Convertible Promissory Note • March 21st, 2006 • Cal-Bay International Inc • Wholesale-professional & commercial equipment & supplies • New York
AMENDMENT NO. 2 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • August 16th, 2024 • Arch Therapeutics, Inc. • Surgical & medical instruments & apparatus
This Amendment No. 2 (this “Amendment”) to those certain Senior Secured Convertible Promissory Notes (the “First Notes”), issued by Arch Therapeutics, Inc., a Nevada corporation (the “Company”), to each Holder pursuant to that certain Securities Purchase Agreement, dated May 15, 2024, by and among the Company and the signatories thereto (the “Holders”) (the “Securities Purchase Agreement”) is made and entered into effective August 15, 2024 by and among the Company and the Consenting Stockholders (as defined below). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Securities Purchase Agreement.
ContractSenior Secured Convertible Promissory Note • September 23rd, 2024 • Red Cat Holdings, Inc. • Services-prepackaged software • Delaware
THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION..
EXHIBIT B FORM OF SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • May 31st, 2022 • Adamas One Corp. • Jewelry, silverware & plated ware • New York
This 8% SENIOR SECURED CONVERTIBLE PROMISSORY NOTE is issued by ADAMAS ONE CORP., a Nevada corporation (the “Company” or “Borrower”), having its principal place of business at 411 University Ridge, Suite 110, Greenville, South Carolina 29601, designated as its eight percent (8%) Senior Secured Convertible Note will be due and payable by the Company at any time on or after nine (9) months from the Original Issue Date noted above upon demand by the Holder unless extended pursuant to the terms herein (the “Note” and, collectively with the other 8% Senior Secured Convertible Promissory Notes issued by the Company pursuant to the Senior Secured Convertible Note Purchase Agreement the “Notes”). This Note is offered and issued pursuant to the Senior Secured Convertible Note Purchase Agreement (the “Agreement”) which is incorporated herein by reference as if set out in full and is made a part hereof, and if there is any conflict between the terms of this Note and the Agreement, the terms of th
SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • November 16th, 2005 • It&e International Group • Services-commercial physical & biological research • New York
THIS SECURITY HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), NOR UNDER ANY APPLICABLE STATE SECURITIES LAWS. THIS SECURITY HAS BEEN ACQUIRED FOR INVESTMENT AND THIS SECURITY MAY NOT BE SOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION OF IT UNDER THE ACT OR AN OPINION OF COUNSEL OR OTHER EVIDENCE ACCEPTABLE TO THE MAKER THAT SUCH SALE OR TRANSFER IS EXEMPT FROM REGISTRATION UNDER THE ACT. THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT UPON THE CONDITIONS SPECIFIED IN THIS NOTE AND THE SECURITIES PURCHASE AGREEMENT, DATED NOVEMBER , 2005 (THE “PURCHASE AGREEMENT”), AND NO TRANSFER OF THIS SECURITY SHALL BE VALID OR EFFECTIVE UNLESS AND UNTIL SUCH CONDITIONS SHALL HAVE BEEN COMPLIED WITH. THE TRANSFERABILITY OF THIS SECURITY IS SUBJECT TO THE TRANSFER RESTRICTIONS SET FORTH HEREIN AND IN THE PURCHASE AGREEMENT, A COPY OF WHICH WILL BE PROVIDED TO THE HOLDER HEREOF UPON WRITTEN REQUEST TO THE MAKER.
AMENDMENT NO. 1 TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTESenior Secured Convertible Promissory Note • November 13th, 2023 • Sphere 3D Corp. • Finance services • New York
This AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE (this “Amendment”) is made and entered into as of September 14, 2023, by and among Sphere 3D Corp., an Ontario corporation (the “Holder”), and Rainmaker Worldwide Inc., a Nevada corporation (“Borrower”) (together the “Parties”).
