Common use of Purchase and Sale of Notes and Warrants Clause in Contracts

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, secured convertible promissory notes in the aggregate principal amount of up to Three Million Five Hundred Thousand Dollars ($3,500,000), convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Apollo Resources International Inc), Note and Warrant Purchase Agreement (Apollo Resources International Inc)

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Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, senior secured convertible promissory notes in the aggregate principal amount of up to Three Ten Million Five Hundred Thousand Dollars ($3,500,00010,000,000), convertible into shares of the Company’s 's common stock, par value $0.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit B (the "Notes"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Silver Star Energy Inc), Note and Warrant Purchase Agreement (Silver Star Energy Inc)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, senior secured convertible promissory notes in the aggregate principal amount of up to Three One Million Five Hundred Thousand Dollars ($3,500,000)1,000,000) bearing interest at the rate of nine percent (9%) per annum, convertible into shares of the Company’s 's common stock, $0.001 par value $0.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit B (the "Notes"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 2 contracts

Samples: Note and Warrant Purchase (Financialcontent Inc), Note and Warrant Purchase (Financialcontent Inc)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase (in the amounts set forth as Exhibit A hereto) from the Company, secured convertible demand promissory notes in the aggregate principal amount of up to Three Eight Million Five Hundred Thousand Dollars ($3,500,0008,000,000), convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 2 contracts

Samples: Note and Warrant Purchase Agreement (Merchandise Creations, Inc.), Note and Warrant Purchase Agreement (Merchandise Creations, Inc.)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, secured (i) Series A 9% senior convertible promissory notes in the aggregate principal amount of up to Three One Million Five Hundred Thousand Dollars ($3,500,0001,000,000), convertible into shares of the Company’s 's common stock, par value $0.001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit B (the "Senior Notes"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (In Touch Media Group, Inc.)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, (i) senior secured convertible promissory notes in the aggregate principal amount of up to Three Million Five Six Hundred Thousand Dollars ($3,500,0003,600,000), convertible into shares of the Company’s 's common stock, par value $0.001 .0001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the "Notes"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Glowpoint Inc)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, 8% senior secured convertible promissory notes in the aggregate principal amount of up to Three Million Five Hundred Thousand Dollars ($3,500,000)12,000,000, convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”) and corresponding warrants to purchase common stock, in substantially the form attached hereto as Exhibit C (the “Warrants”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Securities Purchase Agreement (Genta Inc De/)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, (i) senior secured convertible promissory notes in the aggregate principal amount of up to Three Five Million Six Hundred Sixty-Five Hundred Thousand Dollars ($3,500,0005,665,000), convertible into shares of the Company’s 's common stock, par value $0.001 .0001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit B (the "Notes"). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Glowpoint Inc)

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Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, (i) zero coupon senior secured convertible promissory notes in the aggregate principal amount of up to Three Million Five Hundred Thousand Dollars ($3,500,000)2,428,160, convertible into shares of the Company’s common stock, no par value $0.001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Valcent Products Inc.)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, secured (i) senior convertible promissory notes in substantially the form attached hereto as Exhibit B (the “Notes”) in the aggregate principal amount of up to Three Eight Million Five Hundred Thousand Dollars ($3,500,0008,500,000), convertible into shares of the Company’s common stock, par value $0.001 .0001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (FLO Corp)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, secured (i) senior convertible promissory notes in substantially the form attached hereto as Exhibit B (the “Notes”) in the aggregate principal amount of up to Three Eight Million Five Hundred Thousand Dollars ($3,500,0008,500,000), convertible into shares of the Company’s common stock, par value $0.001 .001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (FLO Corp)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, secured (i) Series B 10% senior convertible promissory notes in the aggregate principal amount of up to Three Million Five Eight Hundred and Fifty Thousand Dollars ($3,500,000850,000), convertible into shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”), in substantially the form attached hereto as Exhibit B (the “Senior Notes”). The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the “Securities Act”), including Regulation D (“Regulation D”), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Note and Warrant Purchase Agreement (Interlink Global Corp)

Purchase and Sale of Notes and Warrants. (a) Upon the following terms and conditions, the Company shall issue and sell to the Purchasers, and the Purchasers shall purchase from the Company, secured subordinated convertible promissory notes in the aggregate principal amount of up to Three One Million Five Two Hundred Fifty Thousand Dollars ($3,500,000)1,250,000.00) bearing interest at the rate of seven percent (7%) per annum, convertible into shares of the Company’s 's common stock, par value $0.001 .001 per share (the "Common Stock"), in substantially the form attached hereto as Exhibit EXHIBIT B (the "Notes"), and warrants to purchase shares of Common Stock, in substantially the form attached hereto as EXHIBIT C (the "Warrants"), set forth with respect to such Purchaser on EXHIBIT A hereto. The Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(2) of the U.S. Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder (the "Securities Act"), including Regulation D ("Regulation D"), and/or upon such other exemption from the registration requirements of the Securities Act as may be available with respect to any or all of the investments to be made hereunder.

Appears in 1 contract

Samples: Note and Warrant Purchase (V One Corp/ De)

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