Common use of Demand Notes Clause in Contracts

Demand Notes. 3.1 In connection with the execution and delivery of this Amendment, on April 1, 2024, the Company shall issue and sell to Purchaser, and Purchaser shall purchase from Company, a Demand Note with a principal amount of $1.5 million (the “Initial Demand Note”). 3.2 Subject to Section 3.3 and the terms and conditions of the Existing Agreement, Purchaser may purchase from Company up to $13.5 million in principal amount of Demand Notes, each at such time and in such principal amount as specified on the schedule set forth below or on such other schedule and/or in such other principal amount as the Company and Purchaser may agree, and if so purchased, the Company shall issue to Purchaser such Demand Note: 3.3 Notwithstanding anything to the contrary herein, other than with respect to the Initial Demand Note, Purchaser shall have no obligation to purchase any Demand Note, and Purchaser may decline to purchase any Demand Note in its sole discretion. 3.4 Notwithstanding anything herein to the contrary, the Company shall not issue any Conversion Shares in connection with the conversion of any Demand Note, and Purchaser shall not have any right to receive any such Conversion Shares, unless and until the Sixth Amendment Stockholder Approval Effectiveness Date occurs.