Secured Convertible Promissory Note Sample Clauses

Secured Convertible Promissory Note. As consideration for the transfer of the Membership Interests from the Seller to the Buyer, the Buyer shall deliver to the Seller of a Secured Convertible Promissory Note in the amount of $8,900,000, payable in quarterly installments of $2,225,000.00 plus interest at 5%, beginning on March 31, 2023 and continuing until March 31, 2024 (the “Note”). A copy of the Note is attached hereto and made a part hereof as Exhibit A, and.
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Secured Convertible Promissory Note. An amount equal to US$ 3,000,000 of the Outstanding Principal (the “Note Principal”) shall be subject to repayment in accordance with, and shall be subject to the terms of, the Secured Convertible Promissory Note attached hereto as Appendix A (the “Note”), and the repayment schedule set forth therein shall supersede and replace in its entirety any and all existing repayment schedules between the Parties (including the repayment schedule set forth in the Loan Agreement) as to the Note Principal. Concurrently herewith, each of the Parties is delivering to the other Party its executed signature page to the Note.
Sample 1
Secured Convertible Promissory Note. Buyer shall execute a Secured Convertible Promissory Note in favor of the Seller for an amount of up to $5,000,000, in the form attached as Schedule "C". Such Note shall be exercisable by Seller after thirty days written notice given to Buyer of delinquency in accounts due to Seller, in accordance with the terms and provisions of the Note. Payment under the Note shall not relieve Buyer of any remaining obligations to make payments to Seller pursuant to this Agreement.
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Secured Convertible Promissory Note. The Note, duly executed by Borrower.
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Secured Convertible Promissory Note. Exhibit 10 Execution Copy Accordingly the parties acknowledge that the liquidated damages provision in this Section 1.6(f) are justified.
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Secured Convertible Promissory Note. Exhibit 10 Execution Copy
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Secured Convertible Promissory Note. At the Closing, Purchaser will deliver to Seller the following as partial consideration for the Seller's Assets:
Sample 1
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Secured Convertible Promissory Note. The obligation of Company to pay the principal of, and interest on, the Loan shall be evidenced by a secured convertible promissory note, in the form of Exhibit B (the "Note") convertible into shares of Series D Preferred Stock or, at the election of the Company under certain circumstances described in the Note, Common Stock of the Company (the "Shares"), as the case may be, duly executed and delivered by Company. The Note shall mature and become due and payable six (6) months from the Effective Date and shall bear interest as provided in Section 1(c) below.
Sample 1
Secured Convertible Promissory Note. Borrower shall have executed and delivered to Lender the Secured Convertible Promissory Note.
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Related to Secured Convertible Promissory Note

  • Promissory Note The Promissory Note is enclosed. The Chief Financial Officer is required to sign it and return it to the OPWC Loan Officer, Xxxxx XxXxxx. It is preferable that you scan and email it to her at Xxxxx.XxXxxx@xxx.xxxxx.xx.xx but may also mail it to the address on our letterhead. Only use one method.

  • Convertible Note From and after the Effective Time, the Company's $8,000,000 10% convertible subordinated promissory note, dated November 20, 1998, payable to Wind Point Partners III, L.P. (the "Convertible Note") shall, in accordance with the terms of the Convertible Note, represent the right, upon conversion thereof in accordance with its terms, to receive in cash, without interest, a single lump sum cash payment equal to the product of (i) the number of shares of Company Common Stock issuable upon the conversion of such Convertible Note in accordance with its terms immediately prior to the Effective Time and (ii) the Common Stock Merger Consideration, such cash payment to be reduced by any required withholding of Taxes.

  • Promissory Notes Any Lender may request that Loans made by it be evidenced by a promissory note. In such event, the Borrower shall prepare, execute and deliver to such Lender a promissory note payable to such Lender (or, if requested by such Lender, to such Lender and its permitted registered assigns) and in a form attached hereto as Exhibit C. Thereafter, the Loans evidenced by such promissory note and interest thereon shall at all times (including after assignment pursuant to Section 9.04) be represented by one or more promissory notes in such form payable to the payee named therein (or, if such promissory note is a registered note, to such payee and its permitted registered assigns).

  • Secured Promissory Notes The Term Loans shall be evidenced by a Secured Promissory Note or Notes in the form attached as Exhibit D hereto (each a “Secured Promissory Note”), and shall be repayable as set forth in this Agreement. Borrower irrevocably authorizes each Lender to make or cause to be made, on or about the Funding Date of any Term Loan or at the time of receipt of any payment of principal on such Lender’s Secured Promissory Note, an appropriate notation on such Lender’s Secured Promissory Note Record reflecting the making of such Term Loan or (as the case may be) the receipt of such payment. The outstanding amount of each Term Loan set forth on such Lender’s Secured Promissory Note Record shall be prima facie evidence of the principal amount thereof owing and unpaid to such Lender, but the failure to record, or any error in so recording, any such amount on such Lender’s Secured Promissory Note Record shall not limit or otherwise affect the obligations of Borrower under any Secured Promissory Note or any other Loan Document to make payments of principal of or interest on any Secured Promissory Note when due. Upon receipt of an affidavit of an officer of a Lender as to the loss, theft, destruction, or mutilation of its Secured Promissory Note, Borrower shall issue, in lieu thereof, a replacement Secured Promissory Note in the same principal amount thereof and of like tenor.

  • Convertible Notes The Convertible Notes are subject to different conversion calculations depending on the event triggering conversion as described in the Notes (e.g., an IPO or other liquidity event). For illustration purposes, assuming the optional conversion right is exercised today, based on the current capitalization and the $50,000,000 assumed valuation specified for an optional conversion in the Notes, there would be 4,705,224 additional shares issued; provided however, that each holder of Notes is subject to a maximum 9.99% ownership of the shares of capital stock of the Company at any one time. This illustration calculation does not account for the 6% interest component.

  • Purchase of Convertible Debentures Subject to the satisfaction (or waiver) of the terms and conditions of this Agreement, each Buyer agrees, severally and not jointly, to purchase at Closing (as defined herein below) and the Company agrees to sell and issue to each Buyer, severally and not jointly, at Closing, Convertible Debentures in amounts corresponding with the Subscription Amount set forth opposite each Buyer's name on Schedule I hereto. Upon execution hereof by a Buyer, the Buyer shall wire transfer the Subscription Amount set forth opposite his name on Schedule I in same-day funds or a check payable to "Wachovia, N.A., as Escrow Agent for MobilePro Corp.,/ Cornell Capital Partners, LP ", which Subscription Amount shall be held in escrow pursuant to the terms of the Escrow Agreement (as hereinafter defined) and disbursed in accordance therewith. Notwithstanding the foregoing, a Buyer may withdraw his Subscription Amount and terminate this Agreement as to such Buyer at any time after the execution hereof and prior to Closing (as hereinafter defined).

  • Term Note The Term Loan shall be evidenced by the Term Note. At the time of the disbursement of the Term Loan or a repayment made in whole or in part thereon, a notation thereof shall be made on the books and records of the Bank. All amounts recorded shall be, absent demonstrable error, conclusive and binding evidence of (i) the principal amount of the Term Loan advanced hereunder, (ii) any accrued and unpaid interest owing on the Term Loan and (iii) all amounts repaid on the Term Loan. The failure to record any such amount or any error in recording such amounts shall not, however, limit or otherwise affect the joint and several obligations of the Borrowers under the Term Note to repay the principal amount of the Term Loan, together with all interest accruing thereon.

  • Note Purchase Agreement The conditions precedent to the obligations of the Applicable Pass Through Trustees and the other requirements relating to the Aircraft and the Equipment Notes set forth in the Note Purchase Agreement shall have been satisfied.

  • Promissory Notes and Tangible Chattel Paper If the Debtor shall at any time hold or acquire any promissory notes or tangible chattel paper, the Debtor shall forthwith endorse, assign and deliver the same to the Secured Party, accompanied by such instruments of transfer or assignment duly executed in blank as the Secured Party may from time to time specify.

  • Subordination of Debentures 51 Section 16.1 Agreement to Subordinate.............................................................51 Section 16.2 Default on Senior Debt, Subordinated Debt or Additional Senior Obligations...........51 Section 16.3

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