Item 1.01 Entry into a Material Definitive Agreement.
On
The Lender has the option, upon written notice to the Company and subject to the
Company's consent, to extend the maturity date of the loan (the "Maturity Date
extension Notice"). The Lender is to provide the Maturity Date extension Notice
by no later than
In the event that the Company agrees to such extension, the terms of this Note
shall be adjusted on a pro-rata basis, to those terms applicable to the
Company's convertible notes then outstanding under the Convertible Note
Agreement, date as of
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information included in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 3.02.
Item 3.02. Unregistered Sales of
The information included in Item 1.01 of this Form 8-K is hereby incorporated by reference into this Item 3.02.
The foregoing issuances of the Note were made in reliance on the exemption from
registration under Section 4(a)(2) of the Securities Act of 1933, as amended
(the "Act"), in reliance upon exemptions from the registration requirements of
the Act in transactions not involving a public offering, including, but not
limited to the exemption provided pursuant to Rule 506(b) of Regulation D, as
promulgated by the
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