Promissory Notes and Warrants Sample Clauses

Promissory Notes and Warrants. In return for the consideration provided by Lender, the Company shall sell and issue to such Lender promissory notes in the form attached hereto as Exhibits A-1 through A-4 (each a “Note” and, collectively, the “Notes”) and issue to the Lender warrants to purchase shares of the Company’s Common Stock in the form attached hereto as Exhibit B-1 through B-4 (each a “Warrant” and, collectively, the “Warrants”). The aggregate principal amount of the Notes shall be ($186,222.38). The warrant coverage ratio shall be (3.5714) warrant shares per dollar of consideration provided by Lender as set forth above, subject to adjustment as set forth in the Warrants. The shares of Common Stock as described in the Warrants are referred to herein as the “Warrant Shares”.

Promissory Notes and Warrants. 1 1.2 Closing................................................ 1

Promissory Notes and Warrants. Agent shall have received (i) the Term Note in the form of Exhibit A-1 attached hereto, dated of even date herewith in the original principal amount of Seven Hundred and Fifty Thousand Dollars ($750,000) in favor of and for the benefit of Hong Kong League, and (ii) the Warrant to purchase up to 15,000,000 shares of the Borrower’s common stock in the form of Exhibit B-1 attached hereto.

Promissory Notes and Warrants. In return for the advance by each ----------------------------- Initial Investor or "Lender" as set forth on the Schedule of Initial Investors, the Company shall sell and issue to such Lender a convertible promissory note in the form attached hereto as Exhibit A (a "Note") and a warrant to purchase --------- Common Stock of the Company in the form attached hereto as Exhibit B (a --------- "Warrant"). Each such Note shall have a principal balance equal to ninety-nine and one half percent (99.5%) of the advance to which it relates and shall be dated as of the date such advance is made to the Company. The Company and the Lenders agree that the purchase price and fair market value as of the date hereof of each such Warrant is deemed to equal one half of one percent (.5%) of the advance to which such Warrant relates.

Promissory Notes and Warrants. Each Lender agrees, on the terms and subject to the conditions specified in this Agreement, to lend to the Company at the Closing or upon a Subsequent Closing (as those terms are defined in Section 1.2 below), by check payable to the Company or by wire transfer per the Company's wiring instructions (or any combination thereof), the amount set forth opposite such Lender's name in the Schedule of Lenders. In return for the consideration provided by such Lender, the Company, at the Closing, or upon such Subsequent Closing, shall sell and issue to the respective Lender each of the following: (a) A convertible secured promissory note in the form attached hereto as Exhibit A (a "Note"). Each such Note shall have a principal balance equal to one hundred percent (100%) of the aggregate amount of consideration provided by such Lender (i.e., the aggregate amount paid for the Note and related Warrant) and shall be dated as of the date such consideration is provided to the Company. The Note shall be convertible into shares of the Company's common stock as more fully described in the Note (the "Note Shares"). (b) A warrant to purchase shares of the Company's common stock in the form attached hereto as Exhibit B (a "Warrant"). Each such Warrant shall be exercisable for that number of shares of common stock as is more fully described in the Warrant (the "Warrant Shares"). (c) The Notes, the Warrants, the Note Shares and the Warrant Shares are collectively referred to herein as the "Securities".