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dudeness

06/18/15 5:29 PM

#72419 RE: SROCK72 #72417

I don't know who's right or wrong in your argument and wont inquire any further. Suffice it to say Monsour is now a major share holder with 28% without exercising the warrants. So they along with Dan now owns over 56% of the company. That is a majority ownership. Have we gone through a reverse take over? So I would be pissed off if they did not come up with a distribution agreement sometimes in the near future. The question is which countries would be considered as a trial run?
People have mentioned the cost of cigarettes in the middle east and Africa that are low making ecig a possible expansive proposition. There is lots of good minds on this forum to debate this possibility. How many cigarette equates a refill of Fin for example? Anybody with a cost analysis?
Also what about the health benefits of ecig vs cigarettes? Where is the offset?

IMO LONG ECIG

Deuce22

06/18/15 5:41 PM

#72420 RE: SROCK72 #72417

One more then for my good man Stok. Now I'm done.

Section 2 D of Exhibit A to the SPA:

(iv) a Registration Statement registering for resale all of the Registrable Securities is not declared effective by the Commission by the Effectiveness Date of the Initial Registration Statement, or (v) after the effective date of a Registration Statement, such Registration Statement ceases for any reason to remain continuously effective as to all Registrable Securities included in such Registration Statement, or the Holders are otherwise not permitted to utilize the Prospectus therein to resell such Registrable Securities, for more than ten (10) consecutive calendar days or more than an aggregate of fifteen (15) calendar days (which need not be consecutive calendar days) during any 12-month period (any such failure or breach being referred to as an “Event”, and for purposes of clauses (i) and (iv), the date on which such Event occurs, and for purpose of clause (ii) the date on which such five (5) Trading Day period is exceeded, and for purpose of clause (iii) the date which such ten (10) calendar day period is exceeded, and for purpose of clause (v) the date on which such ten (10) or fifteen (15) calendar day period, as applicable, is exceeded being referred to as “Event Date”), then, in addition to any other rights the Holders may have hereunder or under applicable law, on each such Event Date and on each monthly anniversary of each such Event Date (if the applicable Event shall not have been cured by such date) until the applicable Event is cured, the Company shall pay to each Holder an amount in cash, as partial liquidated damages and not as a penalty, equal to the product of 2.0% multiplied by the value of the Common Stock issued to a Holder pursuant to the Purchase Agreement at the time of issuance. If the Company fails to pay any partial liquidated damages pursuant to this Section in full within seven days after the date payable, the Company will pay interest thereon at a rate of 18% per annum (or such lesser maximum amount that is permitted to be paid by applicable law) to the Holder, accruing daily from the date such partial liquidated damages are due until such amounts, plus all such interest thereon, are paid in full. The partial liquidated damages pursuant to the terms hereof shall apply on a daily pro rata basis for any portion of a month prior to the cure of an Event.