Amendment to Notes and Conversion Agreement Sample Clauses


Amendment to Notes and Conversion Agreement. Subject to the terms and conditions of this Amendment and Conversion Agreement and the terms of the Notes, the Company and the Investor hereby amend the Notes to convert the outstanding principal and accrued but unpaid interest on the Notes into fully paid and nonassessable shares of the Company’s capital stock as set forth next to the Investors’ name on Exhibit A hereto. The shares of the Company’s capital stock set forth on Exhibit A to this Agreement (collectively the “Note Conversion Shares”) represents the entire (x) payment due and payable to the Investor in respect of such Notes and (y) the number of shares of capital stock of the Company issuable to the Investor upon the conversion of its Notes and, upon the issuance of such Note Conversion Shares to such Investor, all principal, interest, conversion discounts and other obligations under such Notes shall thereby be fully paid and discharged. April 3, 2019 shall be the final day on which interest accrues on the Notes, regardless of the conversion of the Notes, and the final Accrued Amount shall be as specified on Exhibit A. At the Conversion Date, the Notes shall be treated by the Company as automatically surrendered for cancellation and shall be terminated and have no further force or effect. Notwithstanding the foregoing, if the number of shares of Company’s capital stock set forth next to an Investor’s name on Exhibit A hereto is “0,” then principal, interest, conversion discounts and other obligations under such Notes for such Investor shall not be terminated and such Notes shall not be cancelled.