Item 1.01 - Entry into a Material Definitive Agreement.
On
Pursuant to the terms of the Note, the Borrower shall pay Lender; (i) on a
monthly basis, beginning
The representations, warranties and covenants contained in Note were made only for purposes of the Note and as of the Note's specific date and were solely for the benefit of the parties to the Note. Such representations, warranties and covenants are not intended to provide any financial information about the Company or its subsidiaries and affiliates.
The Note is an unsecured obligation of the Company and is not convertible into equity securities of the Company. However, Borrower has agreed that it shall provide commercially reasonable collateral promptly upon the payment of that certain JSC Promissory Note and JSC's contemporaneous release of security supporting that financial accommodation. The Note contain terms and events of default customary for similar transactions. The Company is using the net proceeds from the transaction for general business and working capital purposes.
The foregoing summary of the of terms and conditions of the Note do not purport to be complete and is qualified in its entirety by the full text of the Note, which is filed as an exhibit 4.1 to this Form 8-K.
As the transactions contemplated by the Note are related party transactions, the independent members of the Company's Board of Directors reviewed and unanimously approved these transactions.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information provided in response to Item 1.01 of this report is incorporated by reference into this Item 2.03.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits. Exhibit Number Description 4.1 Promissory Note withForest Street LLC , anArizona limited liability company
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