Item 1.01. Entry into a Material Definitive Agreement.
The disclosures set forth in Item 2.03 are incorporated into this Item 1.01 by reference.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant
On
The Note bears interest at a rate equal to three percent (3%) per annum,
computed using a 360 day year multiplied by the actual number of days in each
time period. All unpaid principal, together with any then unpaid and accrued
interest and other amounts payable, shall be due and payable on the earlier of
(i)
Upon one (1) business day written notice the Company, the Purchaser will have
the option to at its sole discretion to either (i) convert, in whole or in part
the outstanding balance and accrued interest payable thereon under the Note into
either shares of common stock at the conversion price
The Purchaser is the Chief Executive Officer and Chairman of the Board of Directors of the Company, and is the largest shareholder of the Company's common stock. The sale and issuance of the Note by the Company to Purchaser is considered a related party transaction. The sale and issuance of this Note by the Company to Purchaser is subject to approval by Nasdaq.
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