Pre-Paid Advances Sample Clauses

Pre-Paid Advances. Subject to the satisfaction of the conditions set forth in Annex II attached hereto, the Investor shall advance to the Company the principal amount of $4,000,000 (the “Pre-Paid Advance”), which shall be evidenced by convertible promissory notes in the form attached hereto as Exhibit B (the “Promissory Note”). The first Pre-Paid Advance shall be in a principal amount of $2,000,000 and advanced up the Effective Date of this Agreement (the “First Pre-Advance Closing”), and the second Pre-Paid Advance shall be in a principal amount of $2,000,000 and advanced on the second Trading Day after the effectiveness of the initial Registration Statement (the “Second Pre-Advance Closing”) (individually referred to as a “Pre-Advance Closing” and collectively referred to as the “Pre-Advance Closings”).

Pre-Paid Advances. Subject to the satisfaction of the conditions set forth in Annex II attached hereto, the Investor shall advance to the Company the principal amount of $6,500,000 (the “Pre-Paid Advance”), which shall be evidenced by convertible promissory notes in the form attached hereto as Exhibit B (each, a “Promissory Note”), and shall be advanced on the Effective Date of this Agreement (the “Pre-Advance Closing”).

Pre-Paid Advances. Subject to the satisfaction of the conditions set forth in Annex II attached hereto, the Investor shall advance to the Company the principal amount of $2,00,000 (the “Pre-Paid Advance”), which shall be evidenced by convertible promissory notes in the form attached hereto as Exhibit B (each, a “Promissory Note”) in three tranches. The first tranche of the Pre-Paid Advance shall be in a principal amount of $500,000 and, subject to the satisfaction of the conditions set forth in Annex II attached hereto, advanced on the Effective Date of this Agreement (the “First Pre-Advance Closing”), the second tranche of the Pre-Paid Advance shall be in a principal amount of $250,000 and, subject to the satisfaction of the conditions set forth in Annex II attached hereto, advanced on the second Trading Day after the filing of the initial Registration Statement with the SEC (the “Second Pre-Advance Closing”), and the third tranche of the Pre-Paid Advance shall be in a principal amount of $1,250,000 and advanced on the second Trading Day after the later of (i) the initial Registration Statement first becoming effective with the SEC and (ii) the Company’s receipt of shareholder approval to issue Common Shares in connection with the transactions contemplated by the Transaction Documents in excess of the Exchange Cap (the “Third Pre-Advance Closing”) (individually referred to as a “Pre-Advance Closing” and collectively referred to as the “Pre-Advance Closings”).

Pre-Paid Advances. Subject to the satisfaction of the conditions set forth in Annex I attached hereto, upon the request of the Company, the Investor shall advance to the Company up to $3,000,000 of the Commitment Amount hereunder (each, a “Pre-Paid Advance”), which shall be evidenced by a promissory note in the form attached hereto as Exhibit C (the “Promissory Note”). Each Pre-Paid Advance shall be advanced to the Company in whole or in part, within two days of each request made by the Company (each, a “Pre-Advance Closing”). The Company may request up to $1,500,000 of Pre-Paid Advances (the “Pre-Effective Advances”) at any time from the date hereof until the earlier of (i) the date that is 120 days following the date hereof, (ii) the effective date of the initial Registration Statement, and the Company may request up to $3,000,000 of Pre-Paid Advances less the amount of any Pre-Effective Advances (the “Post-Effective Advances”) at any time from the effectiveness of the Registration Statement until the date that is 60 days following the effective date of the Registration Statement, in each case subject to the satisfaction of the conditions set forth in Annex I attached hereto. Each Pre-Advance Closing shall occur remotely by conference call and electronic delivery of documentation. At each Pre-Advance Closing the Investor shall advance to the Company the amount of the Pre-Paid Advance, less a discount in the amount equal to 3% of the amount of the Pre-Paid Advance, in immediately available funds to an account designated by the Company in writing, and the Company shall deliver the Promissory Note with a principal amount equal to the full amount of the Pre-Paid Advance, duly executed on behalf of the Company. Unless otherwise agreed by the Investor, any Advances delivered while the Promissory Note is outstanding shall first be used to satisfy any Installment Amount (as defined in the Promissory Note) coming due.

Pre-Paid Advances. Subject to the satisfaction of the conditions set forth in Annex II attached hereto, the Investor shall advance to the Company the principal amount of $4,500,000 (the “Pre-Paid Advance”), which shall be evidenced by convertible promissory notes in the form attached hereto as Exhibit B (each, a “Promissory Note”) in two tranches. The first tranche of the Pre-Paid Advance shall be in a principal amount of $2,500,000 and advanced on the Effective Date of this Agreement (the “First Pre-Advance Closing”), and the second tranche of the Pre-Paid Advance shall be in a principal amount of $2,000,000 and advanced on the second Trading Day after the later of (i) the initial Registration Statement first becoming effective and (ii) the Company’s receipt of shareholder approval to issue Common Shares in connection with the transactions contemplated by the Transaction Documents in excess of the Exchange Cap (the “Second Pre-Advance Closing”) (each of the First Pre-Advance Closing and the Second Pre-Advance Closing individually referred to as a “Pre-Advance Closing” and collectively referred to as the “Pre-Advance Closings”).

Pre-Paid Advances. Subject to the satisfaction of the conditions set forth in Annex II attached hereto, the Investor shall advance to the Company the principal amount of $5,000,000 (the “Pre-Paid Advance”), which shall be evidenced by convertible promissory notes in the form attached hereto as Exhibit B (the “Promissory Note”). The first Pre-Paid Advance shall be in a principal amount of $3,000,000 and advanced on the Effective Date (the “First Pre-Advance Closing”), and the second Pre-Paid Advance shall be in a principal amount of $2,000,000 and advanced on the later of (i) the second Trading Day after the effectiveness of the initial Registration Statement and (ii) the second Trading Day after the Company receives shareholder approval to issue Common Shares in excess of the Exchange Cap in connection with the transactions contemplated by the Transaction Documents in accordance with the requirements and the rules of the Principal Market (the “Second Pre-Advance Closing”) (individually referred to as a “Pre-Advance Closing” and collectively referred to as the “Pre-Advance Closings”).

Pre-Paid Advances. Subject to the mutual consent of the parties, the Investor shall advance to the Company the principal amount of $40,000,000 (the “Pre-Paid Advance”) within 45 days of the Effective Date on terms as may be agreed upon by the parties. Subject to the mutual consent of the parties, after the 45th day following the Effective Date, as long as no Pre-Paid Advance is outstanding, the Investor shall advance to the Company the principal amount of up to $40,000,000, which can be made from time to time, in whole or in part, at such time and on such terms as both parties agree.

Pre-Paid Advances. Subject to the satisfaction of the conditions set forth in ▇▇▇▇▇ ▇▇▇ attached hereto, the Investor shall advance to the Company up to $3,500,000 of the Commitment Amount hereunder, in tranches (each tranche, a “Pre-Paid Advance”), which shall be evidenced by convertible promissory notes in the form attached hereto as Exhibit D (each, a “Promissory Note”). The first Pre-Paid Advance shall be in an amount of $1,500,000 and advanced upon the signing of this Agreement (the “First Pre-Advance Closing”), and the second Pre-Paid Advance shall be in an amount of $2,000,000 and advanced on the second Trading Day after the effectiveness of the initial Registration Statement (the “Second Pre-Advance Closing”) (individually referred to as a “Pre-Advance Closing” and collectively referred to as the “Pre-Advance Closings”). Each Pre-Advance Closing shall occur remotely by conference call and electronic delivery of documentation. The First Pre-Advance Closing shall take place at 10:00 a.m., New York time, on the date hereof, provided that the conditions set forth on Annex III have been satisfied (or such other date as is mutually agreed to by the Company and the Investor). The Second Pre-Advance Closing shall take place at 10:00 a.m., New York time, on the second Trading Day after the effectiveness of the initial Registration Statement, provided that the conditions set forth on Annex III have been satisfied (or such other date as is mutually agreed to by the Company and the Investor). At each Pre-Advance Closing the Investor shall advance to the Company the amount of such Pre-Paid Advance, less a discount in the amount equal to 8% of the amount of the Pre-Paid Advance, in immediately available funds to an account designated by the Company in writing, and the Company shall deliver a Promissory Note with a principal amount equal to the full amount of the Pre-Paid Advance, duly executed on behalf of the Company.

Pre-Paid Advances. Section 2.01