Senior Secured Promissory Note Sample Contracts

Level Brands, Inc. – Senior Secured Promissory Note (December 4th, 2018)

FOR VALUE RECEIVED, the undersigned, CURE BASED DEVELOPMENT, LLC, a North Carolina limited liability company (the "Company"), hereby unconditionally promises to pay LEVEL BRANDS, INC., a North Carolina corporation (the "Holder"), on the Maturity Date (as defined in Section 1 hereof) to the order of the Holder, in lawful money of the United States of America and in immediately available funds, the principal amount of Two Million Dollars ($2,000,000) (the "Principal Amount"). Interest shall be at the rate of 6% per annum ("Interest") based on a 360 day year, shall be payable on the Maturity Date (as defined below). This Note is being entered into in accordance with the terms and conditions of that certain Agreement and Plan of Merger dated December 3, 2018 by and among the Holder, AcqCo LLC, a North Carolina limited liability company and a wholly owned subsidiary of the Holder, cbdMD LLC, a North Carolina limited liability company and wholly owned subsidiary of the Holder, and the Compan

Skyline Medical Inc. – Senior Secured Promissory Note (October 4th, 2018)

This Note is free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Borrower and will not impose personal liability upon the holder thereof.

Skyline Medical Inc. – Senior Secured Promissory Note (October 4th, 2018)

FOR VALUE RECEIVED, PRECISION THERAPEUTICS, INC., a Delaware corporation (hereinafter called the "Borrower"), as of September 28, 2018 (the "Issue Date"), hereby promises to pay to the order of PEAK ONE OPPORTUNITY FUND, LP, a Delaware limited partnership, or its registered assigns (the "Holder") the principal sum of $852,273.25 (the "Principal Amount"), together with interest at the rate of eight percent (8%) per annum (with the understanding that the initial twelve months of such interest of each tranche funded shall be guaranteed), at maturity or upon acceleration or otherwise, as set forth herein (the "Note"). The consideration to the Borrower for this Note is up to $750,000 (the "Consideration") in United States currency, due to the prorated original issuance discount of up to $102,273.25 (the "OID"). The Holder shall pay $600,000 of the Consideration (the "First Tranche") within a reasonable amount of time of the full execution of the securities purchase agreement (the "Purchase

Summit Semiconductor Inc. – AMENDMENT TO Series G 20% ORIGINAL ISSUE DISCOUNT Senior Secured PROMISSORY Note (July 23rd, 2018)

This AMENDMENT TO SERIES G 20% ORIGINAL ISSUE DISCOUNT SENIOR SECURED PROMISSORY NOTE (this "Amendment") dated as of July [__], 2018, and effective as of July 15, 2018 (the "Effective Date") is entered into by Summit Semiconductor, Inc., a Delaware corporation (the "Company"), and [___] or its assigns (the "Holder").

Adial Pharmaceuticals, L.L.C. – Amendment #1 to That Certain 18% Senior Secured Promissory Note Due July 1, 2018 (June 11th, 2018)

This Amendment #1 (this "Amendment"), dated as of June 3, 2018, is by and between Adial Pharmaceuticals, Inc., a Delaware corporation, (the "Company") and the holders ("Holders") of those certain 18% Senior Secured Promissory Note Due July 1, 2018 (the "Notes") issued as a series pursuant to Securities Purchase Agreements dated February 22, 2018 and March 19, 2018. Together, the "Parties" and each a "Party".

Allonge to Second Amended & Restated Senior Secured Promissory Note (June 11th, 2018)

THIS ALLONGE TO SECOND AMENDED & RESTATED SENIOR SECURED PROMISSORY NOTE (the "Allonge") is made effective as of June 11, 2018, by and between OpGen, Inc., a Delaware corporation (the "Company"), Merck Global Health Innovation Fund, LLC (the "Holder"), and, solely for the purpose of the reaffirmation and representations made in Section 3 hereof, AdvanDx, Inc., a Delaware corporation ("AdvanDx"). Capitalized terms used but not defined herein shall have the meanings assigned thereto in the Note referred to below.

ACM Research, Inc. – Shengxin (Shanghai) Management Consulting Limited Partnership Senior Secured Promissory Note (May 14th, 2018)

For Value Received, and subject to the terms and conditions set forth herein, Shengxin (Shanghai) Management Consulting Limited Partnership ("SMC") hereby unconditionally promises to pay to the order of ACM Research (Shanghai), Inc. or its assigns (the "Holder," and together with SMC, the "Parties"), the principal amount of $2,981,259.26 (the "Loan"), together with all accrued interest thereon, as provided in this Senior Secured Promissory Note (this "Note"). This Note is being issued pursuant to the terms of a Warrant Exercise Agreement, dated as of the Issue Date hereof, by and among SMC, the Holder and ACM Research, Inc. (the "Warrant Exercise Agreement").

Tetridyn Solutions Inc – Senior Secured Promissory Note (February 23rd, 2018)

This Note is free from all taxes, liens, claims and encumbrances with respect to the issue thereof and shall not be subject to preemptive rights or other similar rights of shareholders of the Borrower and will not impose personal liability upon the holder thereof.

Broadleaf Capital Partners Inc. – Senior Secured Promissory Note (January 4th, 2018)

FOR VALUE RECEIVED, Timefire LLC, an Arizona limited liability company ("TLLC"), hereby promises to pay to the order of TimefireVR Inc., a Nevada corporation or its assigns ("TVR") the amount set forth above as the Original Principal Amount (the "Principal") when due, whether upon the Maturity Date, upon acceleration or otherwise (in each case in accordance with the terms hereof) and to pay interest ("Interest") on any outstanding Principal at the applicable Interest Rate (as defined below) from the date set forth above as the Issuance Date (the "Issuance Date") until the same becomes due and payable, whether upon the Maturity Date, upon acceleration or otherwise (in each case in accordance with the terms hereof). This Senior Secured Promissory Note (this "Note") is issued by TLLC to TVR pursuant to the terms of that certain Membership Interest Purchase Agreement dated as of the Issuance Date (the "MIPA"). Certain capitalized terms used herein are defined in Section 18 herein.

Adial Pharmaceuticals, L.L.C. – Amendment to Senior Secured Promissory Note (October 25th, 2017)

This AMENDMENT, dated October 23, 2017 (the "Amendment"), to that certain senior secured promissory note of ADial Pharmaceuticals, LLC, as predecessor-in-interest to Adial Pharmaceuticals, Inc. (the "Company"), in the original principal amount of $287,500.00, dated May 1, 2017 (the "Note") held by FirstFire Global Opportunities Fund LLC ("Holder") is entered into by and between the Company and Holder. Capitalized terms used herein and not defined shall have the meanings set forth in the Note.

NGFC Equities, Inc. – Senior Secured Promissory Note (October 11th, 2017)

FOR VALUE RECEIVED, AMERICAN RESOURCES CORPORATION, an Indiana company (the "Company"), hereby promises to pay to Golden Properties Ltd. (the "Lender"), the principal sum of One Million Six Hundred Seventy-Four Thousand Six Hundred Thirty-Two Dollars and Fourteen Cents ($1,674,632.14), together with interest thereon from the date of this Note. Interest shall accrue at a rate set forth in that certain Loan and Security Agreement dated as of October 4, 2017 by and between the Company and the Lender (the "Loan and Security Agreement"). The principal and unpaid accrued interest shall be due and payable by the Company on the Maturity Date as further described in the Loan and Security Agreement. This Note is issued under the Loan and Security Agreement, and capitalized terms not defined herein shall have the meaning set forth in the Loan and Security Agreement.

NGFC Equities, Inc. – Senior Secured Promissory Note (October 11th, 2017)

FOR VALUE RECEIVED, AMERICAN RESOURCES CORPORATION, an Indiana company (the "Company"), hereby promises to pay to Golden Properties Ltd. (the "Lender"), the principal sum of Six Hundred Thousand dollars ($600,000.00), together with interest thereon from the date of this Note. Interest shall accrue at a rate set forth in that certain Loan and Security Agreement dated as of October 4, 2017 by and between the Company and the Lender (the "Loan and Security Agreement"). The principal and unpaid accrued interest shall be due and payable by the Company on the Maturity Date as further described in the Loan and Security Agreement. This Note is issued under the Loan and Security Agreement, and capitalized terms not defined herein shall have the meaning set forth in the Loan and Security Agreement.

Adial Pharmaceuticals, L.L.C. – Senior Secured Promissory Note (September 7th, 2017)

This Note may be prepaid or repaid in whole or in part at any time as provided herein. This Note shall be a senior secured obligation of the Company, with priority over all future Indebtedness (as defined below) of the Company as provided for herein. The obligations of the Company under this Note are secured pursuant to the terms of the security agreement of even date (the "Security Agreement) by and among the Borrower, its Subsidiaries, and the Secured Parties (as defined therein), and such security interest includes but is not limited to all of the assets of the Company and its Subsidiaries.

TriLinc Global Impact Fund LLC – Series 1 Senior Secured Promissory Note (August 11th, 2017)

TriLinc Global Impact Fund Cayman, Ltd., an exempted company incorporated with limited liability under laws of the Cayman Islands (the "Company"), for value received, hereby promises to pay to State Street Australia Ltd ACF Christian Super ("Holder"), the principal amount of five million dollars and no cents ($5,000,000.00), together with interest on the unpaid amount thereof in accordance with the terms hereof, from the date hereof until paid in accordance with the terms hereof.

Adial Pharmaceuticals, L.L.C. – Senior Secured Promissory Note (May 12th, 2017)

This Note may be prepaid or repaid in whole or in part at any time as provided herein. This Note shall be a senior secured obligation of the Company, with priority over all future Indebtedness (as defined below) of the Company as provided for herein. The obligations of the Company under this Note are secured pursuant to the terms of the security agreement of even date (the "Security Agreement) by and among the Borrower, its Subsidiaries, and the Secured Parties (as defined therein), and such security interest includes but is not limited to all of the assets of the Company and its Subsidiaries.

Institutional Financial Markets – Convertible Senior Secured Promissory Note (March 10th, 2017)

For value received, IFMI, LLC, a Delaware limited liability company (together with its successors and assigns, the Company), promises to pay to DGC Family Fintech Trust (the Holder), the principal amount of $15,000,000, together with all accrued and unpaid interest thereon (the Outstanding Amount). This convertible senior secured promissory note (this Note) has been issued pursuant to that certain Securities Purchase Agreement (the Purchase Agreement) dated as of the date hereof by and between the Company and the Holder, and, for purposes of Article VI and Sections 7.3, 7.4, 7.5 and 7.6 thereof, Institutional Financial Markets, Inc. (the Parent). This Note is subject to the following terms and conditions:

Institutional Financial Markets – Convertible Senior Secured Promissory Note (March 10th, 2017)

For value received, IFMI, LLC, a Delaware limited liability company (together with its successors and assigns, the Company), promises to pay to DGC Family Fintech Trust (the Holder), the principal amount of $15,000,000, together with all accrued and unpaid interest thereon (the Outstanding Amount). This convertible senior secured promissory note (this Note) has been issued pursuant to that certain Securities Purchase Agreement (the Purchase Agreement) dated as of the date hereof by and between the Company and the Holder, and, for purposes of Article VI and Sections 7.3, 7.4, 7.5 and 7.6 thereof, Institutional Financial Markets, Inc. (the Parent). This Note is subject to the following terms and conditions:

Blackstar Energy Group, Inc. – Senior Secured Promissory Note (December 29th, 2016)

FOR VALUE RECEIVED, Meshworks Media Corporation, having an office and address for purposes of notices and legal process at 2600 South Shore Blvd., Suite 100, League City, TX 77573 ("Borrower") promises to pay to the order of BlackStar Enterprise Group, Inc.("Lender"), at (address)_________________ or at any such other place as may be designated in writing by Lender, the principal sum of $250,000.00 in lawful money of the United States of America, together with interest thereon to be computed from November 1, 2016 at the Interest Rate (as defined below), and to be paid in accordance with the terms of this Promissory Note ("Note").

Global Healthcare Reit, Inc. – Series 2016 10% Senior Secured Promissory Note Due ___________________, 2017 (November 29th, 2016)

THIS NOTE is one of a duly authorized series of Notes of GLOBAL HEALTHCARE REIT, INC., a Utah corporation (the "Company"), designated as its Series 2016 10% Senior Secured Promissory Notes (the "Notes") due on ______________, 2017 (the "Maturity Date"), in an aggregate principal amount of up to $1,000,000 plus accrued and unpaid interest.

Enumeral Biomedical Holdings, Inc. – 12% SENIOR SECURED PROMISSORY NOTE ENUMERAL BIOMEDICAL HOLDINGS, INC. DUE July 29, 2017 (November 10th, 2016)

This 12% Senior Secured Promissory Note (the "Note") is one of a series of duly authorized and issued promissory notes (the "Notes") of ENUMERAL BIOMEDICAL HOLDINGS, INC., a Delaware corporation (the "Company"), designated as its 12% Senior Secured Promissory Notes. This Note has been issued in accordance with exemptions from registration under the Securities Act pursuant to a Subscription Agreement dated July 29, 2016 (the "Subscription Agreement") between the Company and the Holder (as defined below). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in the Subscription Agreement.

Dais Analytic Corp – First Amendment to Senior Secured Promissory Note (October 28th, 2016)

This First Amendment to the Senior Secured Promissory Note (the "First Amendment to Note") is made effective the 7th day of September, 2016, (the "Effective Date") by and between Dais Analytic Corporation, a New York corporation, with its principal office located at 11552 Prosperous Drive, Odessa Florida 33556 (the "Debtor") and Patricia Tangredi who currently resides at 10416 Pontofino Circle, Trinity Florida 33556 (the "Holder").

TriLinc Global Impact Fund LLC – Series [A, B, D, D] Senior Secured Promissory Note (October 20th, 2016)

TriLinc Global Impact Fund Cayman, Ltd., an exempted company incorporated with limited liability under laws of the Cayman Islands (the "Company"), for value received, hereby promises to pay to the order of [Name], an Individual ("Holder"), the principal amount of [Amount] ($__.00), together with interest on the unpaid amount thereof in accordance with the terms hereof, from the date hereof until paid in accordance with the terms hereof.

Ecosphere Technologies – Senior Secured Promissory Note (August 22nd, 2016)

FOR VALUE RECEIVED, ECOSPHERE DEVELOPMENT COMPANY LLC, a Washington limited liability company (the Borrower), hereby unconditionally promises to pay to the order of _______________, a ________________ company (the Lender), at the offices of Lender at _____________________________, or at such other place as the Lender or any holder hereof may from time to time designate, the principal sum of ________________________ in lawful money of the United States of America. The due date of this Promissory Note (the Note) shall be on a date which is 59 months after the First Payment Date or earlier as hereinafter provided, together with interest as set forth herein and all other Obligations. In no event shall the First Payment Date be later than May 15, 2017. The First Payment Date means a day four months after the later of the date that Galaxy Groves, LLC (GG) receives a certificate of occupancy from the local authorities and the issuance of a license to grow marijuana from the Washington L

Pedevco Corp. – Senior Secured Promissory Note (May 17th, 2016)

For value received, PEDEVCO CORP., a corporation organized under the laws of the State of Texas (the "Maker"), hereby promises to pay to the order of _________________________________ (together with its successors, representatives, and assigns, the "Holder"), in accordance with the terms hereinafter provided and the terms of the Purchase Agreement (as hereinafter defined), the aggregate unpaid principal amount of each Funding from time to time made by the Holder to the Maker under the Amended and Restated Note Purchase Agreement dated as of May 12, 2016 (as amended, amended and restated, supplemented or otherwise modified from time to time, the "Purchase Agreement"), by and among the Maker, the Holder, the other investors party thereto (the Holder and such other investors, collectively, the "Investors" and each, individually, an "Investor") and BAM Administrative Services LLC, as agent for the Investors (the "Agent"), together with interest on such principal amount and all other obliga

Third Amendment to 15% Non-Convertible Senior Secured Promissory Note Due 2020 (May 9th, 2016)

THIS THIRD AMENDMENT TO 15% NON-CONVERTIBLE SENIOR SECURED PROMISSORY NOTE DUE 2020 (this "Amendment") is dated as of May 3, 2016, and is executed by and among HARVEST NATURAL RESOURCES, INC., a Delaware corporation (the "Company"), certain Subsidiaries of the Company (the "Subsidiary Guarantors"), and CT ENERGY HOLDING SRL, a Barbados society ("Holder").

Second Amendment to 15% Non-Convertible Senior Secured Promissory Note Due 2020 (April 7th, 2016)

THIS SECOND AMENDMENT TO 15% NON-CONVERTIBLE SENIOR SECURED PROMISSORY NOTE DUE 2020 (this "Amendment") is dated as of April 1, 2016, and is executed by and among HARVEST NATURAL RESOURCES, INC., a Delaware corporation (the "Company"), certain Subsidiaries of the Company (the "Subsidiary Guarantors"), and CT ENERGY HOLDING SRL, a Barbados society ("Holder").

MassRoots, Inc. – Senior Secured Promissory Note (March 31st, 2016)

FOR VALUE RECEIVED, Santino Walter Productions, LLC, a Colorado limited liability company, its successors and assigns ("Maker"), hereby promises to pay to the order of MassRoots, Inc., a Delaware corporation, or its successors or assigns ("Payee"), the amount of ONE HUNDRED and FIFTY SIX THOUSAND DOLLARS ($156,000.00), the "Note"):

First Amendment to 15% Non-Convertible Senior Secured Promissory Note Due 2020 (January 7th, 2016)

THIS FIRST AMENDMENT TO 15% NON-CONVERTIBLE SENIOR SECURED PROMISSORY NOTE DUE 2020 (this "Amendment") is dated as of December 31, 2015 (the "Amendment Date"), and is executed by and among HARVEST NATURAL RESOURCES, INC., a Delaware corporation (the "Company"), and CT ENERGY HOLDING SRL, a Barbados society ("Holder").

Contract (October 29th, 2015)

THIS PROMISSORY NOTE (THE "NOTE") HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT UNDER ANY CIRCUMSTANCES BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR THE NOTE UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS OF THE UNITED STATES OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR APPLICABLE STATE SECURITIES LAWS.

Senior Secured Promissory Note (August 25th, 2015)

FOR VALUE RECEIVED, the undersigned, MARRONE BIO INNOVATIONS, INC. (the Borrower), HEREBY UNCONDITIONALLY PROMISES TO PAY to the order of [ ] (the Lender), the principal sum of [ DOLLARS ($ )]1, in installments as set forth in the payment schedule below and with the last such installment to be due and payable on August , 20202 (the Maturity Date) and in the amount necessary to repay in full the unpaid principal balance hereof. This Senior Secured Promissory Note (this Note) is issued by the Borrower to the Lender pursuant to that certain Purchase Agreement, dated as of August [ ], 2015, by and between the Borrower, the Lender, the other investors party thereto (together with Lender, the Lenders) (the Purchase Agreement). Terms used but not defined herein shall have the meaning set forth in Annex I.

Authentidate Holding Corp. – Contract (August 12th, 2015)

THIS NOTE HAS NOT BEEN REGISTERED UNDER THE FEDERAL OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR HYPOTHECATED IN ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER SUCH LAWS AS MAY BE APPLICABLE OR, AN OPINION OF COUNSEL THAT AN EXEMPTION FROM SUCH APPLICABLE LAWS EXIST.

Contract (July 16th, 2015)

THE SECURITIES REPRESENTED BY THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, AND HAVE BEEN ACQUIRED FOR INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH TRANSFER MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933, AS AMENDED.

Common Stock and Note Purchase Agreement (July 16th, 2015)

THIS COMMON STOCK AND NOTE PURCHASE AGREEMENT, is made as of July 14, 2015 (this "Agreement"), by and among OpGen, Inc., a Delaware corporation (the "Company"), and Merck Global Health Innovation Fund, LLC, a Delaware limited liability company (the "Investor"). Certain capitalized terms used in this Agreement are set forth in Section 1.4.

Contract (July 14th, 2015)

THIS PROMISSORY NOTE (THE "NOTE") HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND MAY NOT UNDER ANY CIRCUMSTANCES BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF WITHOUT AN EFFECTIVE REGISTRATION STATEMENT FOR THE NOTE UNDER THE SECURITIES ACT AND ANY APPLICABLE STATE SECURITIES LAWS OF THE UNITED STATES OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR APPLICABLE STATE SECURITIES LAWS.

Neither This Convertible Note Nor Any of the Securities Issuable Upon Conversion Hereof Have Been Registered Under the Securities Act of 1933, as Amended, Nor Any State Securities Laws. This Convertible Note May Not Be Offered for Sale, Sold, Pledged, Transferred, or Otherwise Disposed of Until the Holder Hereof Provides Evidence Satisfactory to the Company (Which, in the Discretion of the Company May Include an Opinion of Counsel Satisfactory to the Company) That Such Offer, Sale, Pledge, Transfer, or Other Disposition Will Not Violate Applicable Federal or State Securities Laws. (June 22nd, 2015)

THIS CONVERTIBLE NOTE HAS BEEN ISSUED WITH ORIGINAL ISSUE DISCOUNT (OID) FOR PURPOSES OF SECTIONS 1271 ET. SEQ. OF THE UNITED STATES INTERNAL REVENUE CODE OF 1986, AS AMENDED. FOR INFORMATION REGARDING THE ISSUE DATE HEREOF, ISSUE PRICE, AMOUNT OF OID PER $1,000 OF PRINCIPAL AMOUNT AND YIELD TO MATURITY FOR PURPOSES OF THE OID RULES, PLEASE CONTACT THE CHIEF FINANCIAL OFFICER OF THE COMPANY AT 1177 ENCLAVE PARKWAY, SUITE 300, HOUSTON, TEXAS 77007, FAX: (281) 899-5702.