Convertible Debenture Note
EXHIBIT 4.5
WIRELESS RONIN TECHNOLOGIES, INC.
[DATE]
Wireless Ronin Technologies, with offices located at ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇, ▇
▇▇▇▇▇▇▇▇▇ C corporation, herein referred to as “Issuer/Borrower”, is borrowing from
herein referred to as “Lender” the amount of
dollars ($ )
herein referred to as “Loan Amount”. The Loan Amount shall be repaid from the Issuer/Borrower’s
sale of equity and/or from current and future contracts and sales.
This loan, herein referred to as “Note” will mature on
, . At the sole discretion
of Issuer/▇▇▇▇▇▇▇▇, this note may automatically be extended for an additional 90-days after the
expiration date.
In consideration for the Loan Amount, ▇▇▇▇▇▇ will receive interest on the Loan Amount at maturity,
Twenty-Five Percent (25%) Warrant Coverage, as well as Shares of Issuer/Borrower stock.
Lender has the option, prior to the maturity date of the note, to convert in whole or in part into
securities at a price of $1.00 per share or the current offering price, whichever is less.
The interest on the Note will be at the rate of
Percent ( %) per annum and will be due
at maturity. If the Issuer/Borrower elects to enact its right to extend the maturity date of this
note for the additionally prescribed Ninety (90) day period, the interest on the Loan Amount for
the additional 90 day period, and for that period alone, shall increase to the rate of Sixteen
Percent (16%) per annum. The new maturity date would be
.
The
Issuer/Borrower shall issue 5 year Warrants to purchase
shares of the Issuer/Borrower’s
voting Common stock at the conversion price of $ per share. If Issuer/Borrower elects to
extend the maturity date of this note the Issuer/Borrower shall issue additional warrant coverage
of 50% of the loaned amount exercisable at $ per share.
Lender has the Option, at anytime up to the maturity date of the loan, to convert in whole or in
part into securities at a price of $ per share or the current offering price, whichever is
less.
This Note shall be governed by and construed in accordance with the laws of the State of Minnesota.
CONFIDENTIAL
| Wireless Ronin Technologies | [Name] | |||||
| Issuer/Borrower | Lender | |||||
By |
||||||
Its:
|
Signature | |||||
| [Date] | [Date] | |||||
WIRELESS RONIN TECHNOLOGIES, INC.
[DATE]
Convertible Debenture Note Extension
Wireless Ronin Technologies, with
offices located at ▇▇▇▇▇ ▇▇▇▇▇▇ ▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇ ▇▇▇▇▇, ▇
▇▇▇▇▇▇▇▇▇ C corporation, herein referred to as “Issuer/Borrower”, borrowed from
herein referred to as “Lender” the amount of
dollars ($ ) herein
referred to as “Loan Amount” per a Convertible Debenture Note dated , which will
mature on .
The Issuer/▇▇▇▇▇▇▇▇ and Lender do hereby agree to extend the maturity date of the Convertible
Debenture Note to . In consideration of extending the Convertible Debenture Note,
Lender will receive interest on the Loan Amount at the rate of
( %) per annum.
Issuer/Borrower
has the option to call the Note in whole or in part prior to and the
Lender has the option to convert the Note, in whole or in part, prior to , into
common stock at a price of $1.00 per share or the current offering price, whichever is less.
This Note shall be governed and
construed in accordance with the laws of the State of Minnesota.
CONFIDENTIAL
| Wireless Ronin Technologies | [Name] | |||||
| Issuer/Borrower | Lender | |||||
By |
||||||
Its:
|
Signature | |||||
| [Date] | [Date] | |||||