NEITHER THE NOTES NOR THE UNDERLYING COMMON SHARES FOR THE NOTES OR WARRANTS HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT"). NEITHER THE NOTES NOR THE WARRANTS MAY BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT. INVESTMENT IN THE SECURITIES OFFERED HEREBY INVOLVES A HIGH DEGREE OF RISK AND IMMEDIATE SUBSTANTIAL DILUTION. PLEASE REVIEW THE RISK FACTOR DOCUMENT ATTACHED TO THE TERM SHEET.
Closing. The closing of the transactions contemplated hereby shall take place on a rolling close basis, so long as least $25,000 (the "Minimum Purchase Amount") is received in the Company's Bank Account (as hereinafter defined) before any closing may occur unless waived at the sole discretion of the Company. There is no minimum offering. The offering period and final closing date will be no later than 4:00 p.m. EST, on January 30, 2015 (unless otherwise extended for an additional 30 days at the Company's sole discretion) (the "Final Closing Date"), or at such other location, date and time, as may be agreed upon between Purchaser and the Company, or by facsimile or other electronic means (such closing being called the "Closing" and such date and time being called the "Closing Date"). The Purchaser shall not be entitled to notice if the Closing is extended for an additional 30 days.