Vicis Notes definition
Examples of Vicis Notes in a sentence
The Company shall have delivered to Vicis: (i) the Prior Purchase Agreement Amendments in the form of Exhibit G-1 and Exhibit G-2 attached hereto; (ii) the Registration Rights Agreement Amendment in the form of Exhibit H attached hereto; (iii) the Amended Vicis Notes in the form of Exhibit E-1 and Exhibit E-2 attached hereto; (iv) the Amended Vicis Warrants in the form of Exhibit F-1, Exhibit F-2, Exhibit F-3 and Exhibit F-4 attached hereto.
Any shares of Common Stock issuable upon conversion of the Notes or the Amended Vicis Notes (as defined below), are herein referred to as the “Conversion Shares”.
Arcadia shall issue to Vicis the Vicis Note (Adjusted) in exchange for the Vicis Notes (Initial).
For purposes of Rule 144 promulgated under the Securities Act of 1933, as amended (“Rule 144”), Arcadia acknowledges that the holding period of (i) the Exchange Shares may be tacked onto the holding period of the ▇▇▇▇ Notes (Initial) and Vicis Notes (Initial), as applicable, and (ii) the Shares issued pursuant to Sections 3.1(a) and 3.2(b) may be tacked onto the holding period of the warrants for which they are exchanged.
Vicis shall cancel and surrender to Arcadia all of the Vicis Notes (Initial).
Upon such exchange, the Vicis Note (Adjusted) shall supersede and replace the Vicis Notes (Initial) in all respects and shall evidence the Vicis Debt (Adjusted) for all purposes.
The Company shall pay the principal of and interest on the Notes and Amended Vicis Notes in the time, the manner and the form provided therein, except to the extent converted into Common Stock in accordance with their terms.
The Notes, the Amended Vicis Notes, the Warrants, the Amended Vicis Warrants, the Conversion Shares, and the Warrant Shares are sometimes collectively referred to herein as the “Securities”.
The Existing Vicis Notes and the Existing Vicis Securities are herein collectively referred to as the Existing Vicis Securities.