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Re: speed_of_light post# 42184

Friday, 12/02/2016 1:04:40 AM

Friday, December 02, 2016 1:04:40 AM

Post# of 58841
Yeah Speed, excerpts from the 8K Sales Purchase Agreement with Sabby. I got a little crazy with the font types and colors

Within Item 1.01. Entry Into a Material Definitive Agreement.
The Securities Purchase Agreement contains customary representations, warranties and agreements by the Company and customary conditions to closing.

Under the Securities Purchase Agreement,
the Company has agreed not to issue additional Common Stock or securities convertible into Common Stock for a period of one hundred twenty (120) days after the Effective Date, as defined in the Securities Purchase Agreement (the “Restricted Period”),

except for, among other customary exclusions, issuances pursuant to the Company’s stock or option plan (provided that issuances to consultants will not exceed 50,000 shares in the aggregate during the Restricted Period).[/quote]my entry, guess Christmas Bonus's are still on the table PASTA!!, damn[/quote]

AND THE LOCKUP CLAUSE
In connection with the Private Placement, the Company and each of its executive officers, directors and certain stockholders have entered into lock-up agreements with the Lead Placement Agent (the “Lock-Up Agreements”) and have agreed, subject to certain exceptions set forth in the Lock-Up Agreements:

not to offer, sell, agree to offer or sell, solicit offers to purchase, grant any call option or purchase any put option with respect to, pledge, borrow, or otherwise dispose of any Common Stock of the Company, warrant to purchase Common Stock of the Company or other security convertible into

, or exercisable or exchangeable for Common Stock, or equity securities, of the Company,
or establish or increase any “put equivalent position” or liquidate or decrease any “call equivalent position” with respect to any relevant security or otherwise enter into any swap, derivative or other transaction or arrangement that transfers to another, in whole or in part, any economic consequence of ownership of a relevant security for 180 days from the date of the final prospectus filed with the SEC without the prior written consent of the Lead Placement Agent.[/quote]

And then it gets pretty damn boring.

A better link to the full 8k

IMHO, we got ~150 days till more dilution can occur, which calls up just as many more questions on current financing and attendance in next weeks deep pockets cocktail party than I can answer.

VR
Mike Sharkey
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