CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (Mudrick Entities)Convertible Note Subscription Agreement • May 13th, 2022 • InterPrivate II Acquisition Corp. • Blank checks • New York
INDENTURE, dated as of [•], 2022, between Getaround, Inc., a Delaware corporation (the “Company”), and U.S. BANK TRUST COMPANY, NATIONAL ASSOCIATION, as paying agent (in such capacity, the “Paying Agent”), as registrar (in such capacity, the “Registrar”), as trustee (in such capacity, the “Trustee”) and as collateral agent (the “Collateral Agent”).
CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • July 14th, 2023 • Marti Technologies, Inc. • Services-auto rental & leasing (no drivers)
This CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Convertible Note Subscription Agreement”) is entered into on May 4, 2023, by and between Galata Acquisition Corp., a Cayman Islands exempted company (the “Company”), and the undersigned subscriber (“Subscriber”).
FORM OF CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • April 25th, 2022 • Software Acquisition Group Inc. III • Services-business services, nec • New York
This CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Convertible Note Subscription Agreement”) is entered into on [ ● ], 2022, by and among Software Acquisition Group Inc. III, a Delaware corporation (the “Issuer”), the undersigned Guarantors (as defined below), and each undersigned subscriber (each, a “Subscriber” and collectively, the “Subscribers”). Notwithstanding anything herein to the contrary, the rights and obligations of each Subscriber hereunder shall be several, and not joint, and any covenants, representations or warranties made by any Subscriber hereunder shall be deemed to be made severally and not jointly by each Subscriber hereunder.
ContractConvertible Note Subscription Agreement • May 14th, 2012 • Blue Sphere Corp. • Services-computer programming, data processing, etc.
THIS CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of February 6st., 2012 by and among Bluesphere Corporation, a company organized and existing under the laws of the State of Nevada (“BSC”), and FRUITFUL HOLDINGS LIMITED (the “Purchaser”).
FORM OF CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • June 14th, 2021 • Seven Oaks Acquisition Corp. • Blank checks • New York
This CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Convertible Note Subscription Agreement”) is entered into on _______, 2021, by and among Seven Oaks Acquisition Corp., a Delaware corporation (the “Issuer”), and the undersigned subscriber (“Subscriber”).
ZKH GROUP LIMITED CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • March 7th, 2023 • ZKH Group LTD • Retail-building materials, hardware, garden supply • Hong Kong
This Convertible Note Subscription Agreement (this “Agreement”) is made as of January 29, 2022 (the “Effective Date”) by and among ZKH Group Limited, an exempted company of limited liability incorporated under the laws of Cayman Islands (the “Company”), Long Chen (陈龙) (the “Founder”), and the entities and persons listed on the Schedule of Investors attached hereto as Schedule B (each referred to herein as an “Investor” and collectively, as the “Investors”), who are signatories to this Agreement (each a “Party” to this Agreement and together, the “Parties”).
FOURTH OMNIBUS Amendment to UNSECURED CONVERTIBLE PROMISSORY NOTES and CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Fourth Omnibus Amendment to Unsecured Convertible Promissory Notes and Convertible Note Subscription Agreement (this “Amendment”) is entered into this 29th day of September 2020, between iSpecimen Inc., a Delaware corporation (the “Company”), and Andrew L. Ross, Anna-Maria and Stephen Kellen Foundation, Inc., and OBF Investments, LLC (collectively, the “Lenders”).
CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • March 21st, 2022 • Independence Contract Drilling, Inc. • Drilling oil & gas wells • New York
This CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into on March 18, 2022, by and among Independence Contract Drilling, Inc., a Delaware corporation (the “Issuer”), and each undersigned subscriber (each, a “Subscriber” and collectively, the “Subscribers”). Notwithstanding anything herein to the contrary, the rights and obligations of each Subscriber hereunder shall be several, and not joint, and any covenants, representations or warranties made by any Subscriber hereunder shall be deemed to be made severally and not jointly by each Subscriber hereunder. Capitalized terms not defined herein have the meanings assigned to such terms in the Indenture substantially in the form attached as Annex A hereto (the “Indenture”); and
AMENDMENT NO. 2 TO CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • May 4th, 2023 • Galata Acquisition Corp. • Services-auto rental & leasing (no drivers)
This Amendment No. 2 to Convertible Note Subscription Agreement (this “Amendment”) is made and entered into effective as of [•], 2023, by and between Galata Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [•] (the “Subscriber”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Convertible Note Subscription Agreement (as defined below).
PAXMEDICA, INC. CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • July 23rd, 2020 • PaxMedica, Inc. • Pharmaceutical preparations • Delaware
This CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of ____, 2020 (the “Effective Date”), by and between PaxMedica, Inc., a Delaware corporation (the “Company”), and ______ (the “Investor”).
Exhibit 99.2 CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT This Convertible Note Subscription Agreement ("Agreement") is made effective the 30th day of June, 2000, between SAZTEC INTERNATIONAL, INC. ("Saztec"), a California corporation, and MAIDA VALE...Convertible Note Subscription Agreement • September 25th, 2000 • Hammerwood Bvi LTD • Services-computer programming, data processing, etc. • Massachusetts
AMENDMENT TO CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • December 23rd, 2022 • Galata Acquisition Corp. • Blank checks
This Amendment No. 1 to Convertible Note Subscription Agreement (this “Amendment”) is made and entered into effective as of [•], by and between Galata Acquisition Corp., a Cayman Islands exempted company (the “Company”), and [•] (the “Subscriber”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Convertible Note Subscription Agreement (as defined below).
SECOND OMNIBUS Amendment to UNSECURED CONVERTIBLE PROMISSORY NOTES and CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Second Omnibus Amendment to Unsecured Convertible Promissory Notes and Convertible Note Subscription Agreement (this “Amendment”) is entered into this 1st day of May 2019, between iSpecimen Inc., a Delaware corporation (the “Company”), and Andrew L. Ross, Anna-Maria and Stephen Kellen Foundation, Inc., and OBF Investments, LLC (collectively, the “Lenders”).
CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • April 13th, 2012 • Genesis Financial Inc • Finance services • Washington
The undersigned purchaser ("Purchaser") delivers this convertible note subscription agreement (the "Agreement") in connection with the offering by GENESIS FINANCIAL, INC., a Washington corporation (the "Company"), of $250,000 principal amount of the Company's "Convertible Note" which are in the aggregate convertible into a total of 625,000 shares of the Company's common stock (the "Notes"). Purchaser acknowledges that he or she has received and reviewed the Company's most recent Annual Report, Interim Quarterly Reports and Current Reports filed with the Securities and Exchange Commission describing the Company (the "SEC Reports:)
OMNIBUS Amendment to UNSECURED CONVERTIBLE PROMISSORY NOTES and CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Omnibus Amendment to Unsecured Convertible Promissory Notes and Convertible Note Subscription Agreement (this “Amendment”) is entered into this 3rd day of August, 2018, between iSpecimen Inc., a Delaware corporation (the “Company”), and Andrew L. Ross, Anna-Maria and Stephen Kellen Foundation, Inc., and OBF Investments, LLC (collectively, the “Lenders”).
CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • March 28th, 2024 • Marti Technologies, Inc. • Services-auto rental & leasing (no drivers)
This CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Convertible Note Subscription Agreement”) is entered into on March 22, 2024, by and between Marti Technologies, Inc., a Cayman Islands exempted company (f/k/a Galata Acquisition Corp.) (the “Company”), and the undersigned subscriber (“Subscriber”).
Convertible Note Subscription AgreementConvertible Note Subscription Agreement • February 14th, 2023 • Nabors Energy Transition Corp. • Blank checks • New South Wales
AMENDMENT NO. 1 TO CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (Mudrick Entities)Convertible Note Subscription Agreement • December 14th, 2022 • Getaround, Inc • Services-auto rental & leasing (no drivers)
This AMENDMENT NO. 1 TO CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Amendment”) is entered into on December 8, 2022, by and among InterPrivate II Acquisition Corp., to be renamed Getaround, Inc., a Delaware corporation (the “Issuer”), and Mudrick Capital Management L.P. on behalf of certain funds, investors, entities or accounts that are managed, sponsored or advised by Mudrick Capital Management L.P. or its affiliates (the “Subscriber”). Capitalized terms used but not otherwise defined in this Amendment shall have the respective meanings ascribed to such terms in the Convertible Note Subscription Agreement (as defined below).
AMENDMENT NO. 1 TO CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • April 16th, 2024 • Marti Technologies, Inc. • Services-auto rental & leasing (no drivers)
This Amendment No. 1 to Convertible Note Subscription Agreement (this “Amendment”) is made and entered into effective as of January 10, 2024, by and between Marti Technologies, Inc., a Cayman Islands exempted company (f/k/a Galata Acquisition Corp.) (the “Company”), and Callaway Capital Management LLC (the “Subscriber”). Capitalized terms used but not otherwise defined herein shall have the respective meanings assigned to such terms in the Convertible Note Subscription Agreement (as defined below).
CONVERTIBLE Note Subscription AgreementConvertible Note Subscription Agreement • July 13th, 2020 • Churchill Capital Corp III • Blank checks • Delaware
This CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Convertible Note Subscription Agreement”) is entered into this 12 day of July, 2020, by and among Churchill Capital Corp III, a Delaware corporation (the “Issuer”), Polaris Investment Holdings, L.P., a Delaware limited partnership (“Holdings”), Polaris Parent Corp., a Delaware corporation (“Music”), Polaris Intermediate Corp., a Delaware corporation and wholly-owned subsidiary of Music (the “Guarantor”), and the undersigned (“Subscriber” or “you”). Defined terms used but not otherwise defined herein shall have the respective meanings ascribed thereto in the Merger Agreement (as defined below).
FORM OF CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • December 20th, 2021 • L&F Acquisition Corp. • Blank checks • New York
INDENTURE dated as of [●], 2022 between ZEROFOX HOLDINGS, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and WILMINGTON TRUST, NATIONAL ASSOCIATION, a national bank association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
Convertible Note Subscription AgreementConvertible Note Subscription Agreement • June 10th, 2021 • Vinco Ventures, Inc. • Games, toys & children's vehicles (no dolls & bicycles)
The Company and ZASH Global Media and Entertainment Corp., an affiliate of the Investor (the “Investor Affiliate”), entered into that certain Securities Purchase Agreement, dated as of February 23, 2021, together with other parties thereto (as amended, the “SPA”), pursuant to which the Investor Affiliate is obligated to make certain cash payments to the Company in accordance with the terms thereof.
SECOND AMENDMENT TO CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • April 5th, 2024 • Iris Acquisition Corp • Blank checks • New York
This Second Amendment to Convertible Note Subscription Agreement (this “Amendment”) is entered into as of March 9, 2024, by and among Iris Acquisition Corp, a Delaware corporation (“Iris”), Iris Parent Holding Corp., a Delaware corporation (“ParentCo”), Ewon Comfortech Co., Ltd., a South Korean company (“Subscriber”) and Liminatus Pharma, LLC, a Delaware limited liability company (“Liminatus”). Each of Iris, ParentCo, Subscriber and Liminatus is also referred to herein as a “Party” and, collectively, the “Parties”.
SECOND AMENDMENT TO CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • April 17th, 2024 • Iris Acquisition Corp • Blank checks • New York
This Second Amendment to Convertible Note Subscription Agreement (this “Amendment”) is entered into as of March 9, 2024, by and among Iris Acquisition Corp, a Delaware corporation (“Iris”), Iris Parent Holding Corp., a Delaware corporation (“ParentCo”), Ewon Comfortech Co., Ltd., a South Korean company (“Subscriber”) and Liminatus Pharma, LLC, a Delaware limited liability company (“Liminatus”). Each of Iris, ParentCo, Subscriber and Liminatus is also referred to herein as a “Party” and, collectively, the “Parties”.
THIRD OMNIBUS Amendment to UNSECURED CONVERTIBLE PROMISSORY NOTES and CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • December 31st, 2020 • iSpecimen Inc. • Services-commercial physical & biological research • Delaware
This Third Omnibus Amendment to Unsecured Convertible Promissory Notes and Convertible Note Subscription Agreement (this “Amendment”) is entered into this 15th day of November 2019, between iSpecimen Inc., a Delaware corporation (the “Company”), and Andrew L. Ross, Anna-Maria and Stephen Kellen Foundation, Inc., and OBF Investments, LLC (collectively, the “Lenders”).
AMENDMENT TO CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • April 17th, 2024 • Iris Acquisition Corp • Blank checks • New York
This Amendment to Convertible Note Subscription Agreement (this “Amendment”) is entered into as of August 14, 2023, by and among Iris Acquisition Corp, a Delaware corporation (“Iris”), Iris Parent Holding Corp., a Delaware corporation (“ParentCo”), Ewon Comfortech Co., Ltd., a South Korean company (“Subscriber”) and Liminatus Pharma, LLC, a Delaware limited liability company (“Liminatus”). Each of Iris, ParentCo, Subscriber and Liminatus is also referred to herein as a “Party” and, collectively, the “Parties”.
CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • March 24th, 2010 • CNC Development Ltd. • Services-engineering, accounting, research, management • Virgin Islands
CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • December 1st, 2022 • Iris Acquisition Corp • Blank checks • New York
This CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT (this “Convertible Note Subscription Agreement”) is entered into on November 28, 2022, by and among IRIS Acquisition Corp., a Delaware corporation ( “IRIS”), IRIS Parent Holding Corp., a Delaware corporation (the “Issuer” or “ParentCo”) and the undersigned subscriber (“Subscriber”).
PEAK BIO, INC. CONVERTIBLE NOTE SUBSCRIPTION AGREEMENTConvertible Note Subscription Agreement • December 22nd, 2023 • Peak Bio, Inc. • Biological products, (no disgnostic substances)
This Convertible Note Subscription Agreement (this “Subscription Agreement”) is made as of the 18th day of December, 2023, by and among Peak Bio, Inc., a Delaware corporation (the “Peak”), and each of the investors listed on Exhibit A attached to this Agreement (each an “Investor” and together the “Investors”).
CONVERTIBLE NOTE SUBSCRIPTION AGREEMENT IMAGIS TECHNOLOGIES INC. Suite 1300 - 1075 West Georgia Street Vancouver, British Columbia V6E 3C9 Telephone: (604) 684-4691 Fax: (604) 684-4601 October 1, 1999 Dear Sirs: Private Placement of Convertible Note...Convertible Note Subscription Agreement • March 31st, 2000 • Imagis Technologies Inc • Services-computer integrated systems design • British Columbia
