Convertible Promissory Notes Sample Contracts

SECOND AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • April 30th, 2020 • NEUROONE MEDICAL TECHNOLOGIES Corp • Surgical & medical instruments & apparatus

This Second Amendment to Convertible Promissory Notes (this “Amendment”) is made effective as of April __, 2020, by and among NeuroOne Medical Technologies Corporation, a Delaware corporation (the “Company”), and the holders of the Company’s Convertible Promissory Notes as named on the signature page hereto (collectively, the “Subscribers” and each, without distinction, a “Subscriber”).

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FIRST AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • December 31st, 2018 • NEUROONE MEDICAL TECHNOLOGIES Corp • Surgical & medical instruments & apparatus

This First Amendment to Convertible Promissory Notes (this “Amendment”) is made effective as of December 31, 2018, by and between NeuroOne Medical Technologies Corporation, a Delaware corporation (the “Company”), and each of those persons and entities, severally and not jointly, who are holders of the Company’s Convertible Promissory Notes (each, a “Holder” and collectively, the “Holders”).

AMENDMENT TO SUBORDINATED CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • October 5th, 2020 • Virtuix Holdings Inc. • Computer peripheral equipment, nec • Delaware

This Amendment to Subordinated Convertible Promissory Notes (this “Amendment”) is dated as of June 3, 2020, by and among Virtuix Holdings Inc., a Delaware corporation (the “Company”), and the undersigned holders of Subordinated Convertible Promissory Notes of the Company (each, a “Note Holder”; and collectively, the “Note Holders”).

AMENDMENT NO. 1 TO 8% SENIOR SECURED CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • March 27th, 2020 • Precipio, Inc. • Laboratory analytical instruments

This Amendment No. 1 to 8% Senior Secured Convertible Promissory Notes (this “Amendment”), dated as of March____, 2020 (the “Effective Date”), is entered into by and between Precipio, Inc., a Delaware corporation, (the “Company”), having its principal place of business at 4 Science Park, New Haven, CT 06511, (the “Company”), and [NAME OF NOTEHOLDER] (the “Holder”).

AMENDMENT TO 2019 CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • February 4th, 2021 • Innovega Inc.

This Amendment to 2019 Convertible Promissory Notes (this “Amendment”) is dated as of [_____] and is by and among Innovega Inc., a Delaware corporation (“Company”), and the investors (“Investors”) listed on the signature pages hereto, which represent a Majority in Interest (as defined in the Notes).

AMENDMENT NO. 1 TO SECURED CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • May 2nd, 2011 • Bonds.com Group, Inc. • Services-management consulting services

This AMENDMENT NO. 1 TO SECURED CONVERTIBLE PROMISSORY NOTES (this “Amendment”), dated as of September 21, 2010, is entered into by and among BONDS.COM GROUP, INC., a Delaware corporation (the “Company”), and BURTON W. WIAND (the “Majority Holder”), in his capacity as the Receiver appointed by the United States District Court for the Middle District of Florida, Tampa Division, in the action styled Securities and Exchange Commission v. Arthur Nadel, et al., Case No: 8:09-cv-87-T-26TBM, and amends each of the Notes (as defined below).

AMENDMENT NO. 2 TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • February 9th, 2015 • NanoVibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

This Second Amendment to Convertible Promissory Notes (this “Amendment”) is made as of January 28, 2015, by and among NanoVibronix, Inc., a Delaware corporation (the “Company”), and the persons who execute this Amendment (the “Majority Noteholders”).

Amendment #1 to Convertible Promissory Notes Originally dated August 21, 2014 ($50,000 Convertible Redeemable Note and $50,000 Convertible Redeemable Back End Note)
Convertible Promissory Notes • November 3rd, 2014 • AnythingIT, Inc. • Services-business services, nec

This Amendment to the Convertible Promissory Notes originally issued by Anything IT, Inc. on August 21, 2014, each in the amount of $50,000 (collectively, the “Notes”) owned by Union Capital, LLC is entered into on this 19h day of September, 2014.

AMENDMENT NO. 1 TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • February 5th, 2018 • Bionik Laboratories Corp. • Orthopedic, prosthetic & surgical appliances & supplies

This Amendment No. 1 to Convertible Promissory Notes (this “Agreement”) is made as of January 29, 2018, by and among Bionik Laboratories Corp., a Delaware corporation (the “Company”), and the subscriber(s) identified on the signature pages hereto (each, a “Subscriber” and collectively, the “Subscribers”).

AMENDMENT NO.1 TO SECURED CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • February 28th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas

This Amendment to Secured Convertible Promissory Notes (this “Amendment”), dated as of November 2, 2021 (the “Effective Date”), is by and among Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and the Requisite Noteholders. Capitalized terms used herein but not defined herein shall have the respective meanings ascribed to them in the Notes (as defined below).

AMENDMENT TO 8% CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • March 28th, 2016 • XLI Technologies, Inc. • Gold and silver ores • New York

This Amendment to 8% Convertible Promissory Notes (this "Amendment"), dated March 21, 2016, by and between XLI Technologies Inc. (the "Company"), and RDW Capital, LLC (the "Purchaser"), hereby amends, effective as of the date hereof, each of the 8% Convertible Promissory Notes (each, a "Note") issued by the Company to the Purchaser pursuant to that certain Securities Purchase Agreement, dated as of January 14, 2016, as amended, by and among the Company and the Purchaser (the "Securities Purchase Agreement"). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to such terms in the Securities Purchase Agreement.

AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • April 6th, 2016 • Epic Stores Corp. • Retail-miscellaneous retail • New York

This Amendment to Convertible Promissory Notes (this “Amendment”), dated April 1, 2016, by and between Epic Stores Corp. (the “Company”), and Old Main Capital, LLC (the “Purchaser”), hereby amends, effective as of the date hereof, each of the 8% Senior Convertible Promissory Note, dated as of January 27, 2016, issued by the Company to the Purchaser (the “8% Note”), and each of the 10% Senior Secured Convertible Promissory Notes (each, a “10% Note” and together with the 8% Note, a “Note”) issued by the Company to the Purchaser pursuant to that certain Securities Purchase Agreement, dated as of January 27, 2016, as amended, by and among the Company and the Purchaser (the “Securities Purchase Agreement”). Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to such terms in the Securities Purchase Agreement.

AMENDMENT OF CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • May 15th, 2002 • Teraglobal Communications Corp • Telegraph & other message communications

Amendment of Convertible Promissory Notes (this “Amendment”), dated as of May 14, 2002, among TeraGlobal Communications Corp., a Delaware corporation (the ”Company”), WallerSutton 2000, L.P., a Delaware limited partnership (“WallerSutton”), Spencer Trask Investment Partners, LLC, a Delaware limited liability company (“Spencer Trask”), and Lincoln Associates, LLC, a Delaware limited liability company (“Lincoln Associates,” and together with WallerSutton and Spencer Trask, the “Holders”).

FIRST AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • July 20th, 2017 • NEUROONE MEDICAL TECHNOLOGIES Corp • Patent owners & lessors

This First Amendment to Convertible Promissory Notes (this “Amendment”) is made effective as of December 31, 2016, by and among NeuroOne, Inc., a Delaware corporation (the “Company”), and the holders of the Company’s Convertible Promissory Notes as named on the signature page hereto (collectively, the “Subscribers” and each, without distinction, a “Subscriber”).

AMENDMENT NO. 6 TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • September 7th, 2021 • HeartBeam, Inc. • Surgical & medical instruments & apparatus • California

THIS AMENDMENT NO. 6 TO CONVERTIBLE PROMISSORY NOTES (this “Amendment”) is made and entered into effective as of date a majority of the note holders have signed (“Effective Date”), by and between HEARTBEAM, INC., a Delaware corporation (the “Company”) and certain holders of convertible promissory notes issued by the Company (the “Investors” and each an “Investor”). All capitalized terms used but not otherwise defined in this Amendment shall have the respective meanings given to such terms in the Note.

TRIDENT BRANDS INCORPORATED THIRD AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • December 4th, 2020 • Fengate Trident LP • Dairy products • New York

This Third Amendment to Convertible Promissory Notes (this “Third Amendment”) is entered into effective as of May 31, 2020 (the “Effective Date”), by and between Trident Brands Incorporated, a Nevada corporation (the “Company”), and Fengate Trident LP (the “Purchaser”). Reference is made to that certain Amendment to Convertible Promissory Notes dated January 20, 2020 by and between the parties hereto (“First Amendment”). Capitalized terms used but not otherwise defined herein or in the First Amendment shall have the same meanings as set forth in the Amended SPA (as defined in the First Amendment) or in the applicable Note.

Amendment to Convertible Promissory Note and Warrant Purchase Agreement and Convertible Promissory Notes
Convertible Promissory Notes • September 6th, 2011 • Poniard Pharmaceuticals, Inc. • Pharmaceutical preparations

This Agreement, dated this 22nd day of October, 2007, amends that certain Convertible Promissory Note and Purchase Agreement, dated April 19, 2007, by and among Allozyne, Inc., a Delaware corporation (the “Company”) and the Purchasers named therein (the “Note Agreement”), and the Convertible Promissory Notes issued pursuant to the Note Agreement (the Notes”). Defined terms not defined herein shall have the meaning ascribed to them in the Note Agreement and the Notes.

AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • March 2nd, 2017 • Tetridyn Solutions Inc • Services-prepackaged software

This Amendment to Convertible Promissory Notes (this “Amendment”) is entered into as of February 24, 2017 (the “Effective Date”), by and between TETRIDYN SOLUTIONS, INC. (the “Company”) and JPF VENTURE GROUP, INC. (the “Lender”).

AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • March 6th, 2014 • Nano Vibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

This Amendment to Convertible Promissory Notes (this “Amendment”) is made as of February 28, 2014, by and among Nano Vibronix, Inc., a Delaware corporation (the “Company”), and the persons who execute this Amendment (the “Majority Noteholders”).

AMENDMENT NO. 2 TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • February 9th, 2015 • NanoVibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

This Second Amendment to Convertible Promissory Notes (this “Amendment”) is made as of January 28, 2015, by and among NanoVibronix, Inc., a Delaware corporation (the “Company”), and the persons who execute this Amendment (the “Majority Noteholders”).

AMENDMENT CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • April 16th, 2012 • High Plains Gas, Inc. • Metal mining

THIS AMENDMENT (“Amendment”), dated March 29, 2012, is to that certain CONVERTIBLE PROMISSORY NOTE entered into as of November 18, 2011 by and between High Plains Gas, LLC, a Wyoming limited liability company (“Holder” or “HPG”) and Ty Miller, Levi Miller and Eric Jessen and their successors and permitted assigns ("Holder") due and payable on November 1, 2012 (“Note One”) and to that certain CONVERTIBLE PROMISSORY NOTE entered into as of November 18, 2011 by and between HPG and Holder due and payable on November 1, 2013 (“Note Two”).

AMENDMENT TO NOTES
Convertible Promissory Notes • August 24th, 2011 • Daystar Technologies Inc • Semiconductors & related devices • Delaware

This AMENDMENT TO SECURED CONVERTIBLE PROMISSORY NOTES (this “Amendment”) is made as of August 24, 2011, by and between DayStar Technologies, Inc. (the “Company”) and each of the holders listed on Schedule A hereto, each of which is referred to as a “Holder”.

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AMENDMENT TO SUBSCRIPTION AGREEMENT CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • March 6th, 2014 • Nano Vibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

This Amendment to Subscription Agreement for Convertible Promissory Notes (this “Amendment”) is made as of February 28, 2014, by and among Nano Vibronix, Inc., a Delaware corporation (the “Company”), and the persons who execute this Amendment (the “Majority Noteholders”).

FORM OF AMENDMENT TO AETHLON MEDICAL, INC. CONVERTIBLE NOTES AND WARRANTS
Convertible Promissory Notes • April 4th, 2014 • Aethlon Medical Inc • Laboratory analytical instruments

The Convertible Promissory Notes (the “Notes”) and Common Stock Purchase Warrants (the “Warrants”) set forth on Schedule A hereto, issued by Aethlon Medical, Inc., a Nevada corporation (the “Company”), to _______________ (the “Holder”), hereby are amended as set forth herein:

Amendment to Junior Secured Convertible Promissory Notes
Convertible Promissory Notes • December 30th, 2016 • Determine, Inc. • Services-prepackaged software • New York

This Amendment to Junior Secured Convertible Promissory Notes (this “Amendment”) is made and entered into as of December 27, 2016, by and between Determine, Inc., a Delaware corporation (the “Company”), and Lloyd I. Miller, III (the “Lenders’ Agent” and, together with the Company, the “Parties”). Capitalized terms used in this Amendment but not otherwise defined herein shall have the meanings ascribed to them in the Existing Notes (as defined below).

AMENDMENT NO. 2 TO SECURED CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • May 17th, 2022 • Heart Test Laboratories, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Texas

This Amendment No. 2 to Secured Convertible Promissory Notes (this “Amendment”), dated as of May__, 2022 (the “Effective Date”), is by and among Heart Test Laboratories, Inc., a Texas corporation (the “Company”), and the Requisite Noteholders. Capitalized terms used herein but not otherwise defined herein shall have the respective meanings ascribed to them in the Notes (as defined below).

PERSONALIS, INC. AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • May 23rd, 2019 • Personalis, Inc. • Services-medical laboratories • Delaware

THIS AMENDMENT TO CONVERTIBLE PROMISSORY NOTES (this “Amendment”) is entered into as of May 31st, 2018 by and among PERSONALIS, INC., a Delaware corporation (“Company”), and each of the individuals and entities set forth on the signature pages hereto (the “Holders”).

AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • January 24th, 2023 • T1V, Inc. • Services-computer programming, data processing, etc. • Delaware

This Amendment to Convertible Promissory Notes (this “Amendment”) is made and entered into as of August 13, 2015 (the “Effective Date”), by and between T1Visions, Inc., a Delaware corporation (the “Company”), and xxxxxxxxxxx (the “Holder”).

AMENDMENT TO SECURED CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • January 24th, 2017 • Bone Biologics Corp • Orthopedic, prosthetic & surgical appliances & supplies

This Amendment to Secured Convertible Promissory Notes (this “Amendment”) is entered into as of December 31,2016 among Bone Biologics Corporation, a Delaware corporation (the “Company”), on the one hand, and Hankey Capital, LLC (“HCL”) and The Musculoskeletal Transplant Foundation (“MTF”), on the other hand.

THIRD AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • July 20th, 2020 • Trident Brands Inc • Dairy products • New York

This Third Amendment to Convertible Promissory Notes (this “Third Amendment”) is entered into effective as of May 31, 2020 (the “Effective Date”), by and between Trident Brands Incorporated, a Nevada corporation (the “Company”), and Fengate Trident LP (the “Purchaser”). Reference is made to that certain Amendment to Convertible Promissory Notes dated January 20, 2020 by and between the parties hereto (“First Amendment”). Capitalized terms used but not otherwise defined herein or in the First Amendment shall have the same meanings as set forth in the Amended SPA (as defined in the First Amendment) or in the applicable Note.

AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • March 6th, 2014 • Nano Vibronix, Inc. • Orthopedic, prosthetic & surgical appliances & supplies • Delaware

This Amendment to Convertible Promissory Notes (this “Amendment”) is made as of February 28, 2014, by and among Nano Vibronix, Inc., a Delaware corporation (the “Company”), and the persons who execute this Amendment (the “Majority Noteholders”).

SECOND AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • January 24th, 2023 • T1V, Inc. • Services-computer programming, data processing, etc. • Delaware

This Second Amendment to Convertible Promissory Notes (this “Amendment”) is made and entered into as of February 5, 2020 (the “Effective Date”), by and between T1V, Inc. (f/k/a T1Visions, Inc.), a Delaware corporation (the “Company”), and WH&W Private Market Investment Fund I, LLC (the “Holder”).

TRIDENT BRANDS INCORPORATED FOURTH AMENDMENT TO CONVERTIBLE PROMISSORY NOTES
Convertible Promissory Notes • December 4th, 2020 • Fengate Trident LP • Dairy products • New York

This Fourth Amendment to Convertible Promissory Notes (this “Fourth Amendment”) is entered into effective as of November 30, 2020 (the “Effective Date”), by and between Trident Brands Incorporated, a Nevada corporation (the “Company”), and Fengate Trident LP (the “Purchaser”). Reference is made to that certain Amendment to Convertible Promissory Notes dated January 9, 2020 by and between the parties hereto (“First Amendment”). Capitalized terms used but not otherwise defined herein or in the First Amendment shall have the same meanings as set forth in the Amended SPA (as defined in the First Amendment) or in the applicable Note. The Notes, as previously amended, modified or supplemented are hereinafter referred to collectively as the “Notes.”

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