Item 3.02 Unregistered Sales of
Between
The foregoing description of the terms of the Subscription Agreements, the Notes, and the transactions contemplated thereby does not purport to be complete and is qualified in its entirety by reference to the form of Subscription Agreement and the form of Note, which are included as Exhibits 4.1 and 10.1 to this Current Report on Form 8-K and are incorporated herein by reference.
The issuance and sale of the Notes, and any shares of common stock to be issued upon conversion thereof will be issued, by the Company in reliance upon the exemption from registration provided by Section 4(a)(2) of the Securities Act.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits Exhibit No. Description 4.1 Form of Convertible Promissory Note 10.1 Form of Subscription Agreement 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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