At the Closing, upon the terms and subject to the conditions set forth herein, substantially concurrent with the execution and delivery of this Agreement by the parties hereto, the Company agrees to sell to each Purchaser acquiring Securities hereunder at such Closing, and such Purchaser agrees to purchase from the Company, (a) a Convertible Note with such principal amount as set forth opposite such Purchaser’s name under the column entitled “Note Principal Amount” on Schedule I attached hereto for a purchase price equal to such Purchaser’s Subscription Amount, and (b) a Warrant to purchase up to such number of shares of Common Stock as set forth opposite such Purchaser’s name under the column entitled “Number of Warrants” on Schedule I attached hereto, subject to adjustment as provided therein. At the Closing, (i) each Purchaser acquiring Securities hereunder at such Closing shall deliver to the Company, via wire transfer of immediately available funds, such Purchaser’s Subscription Amount, (ii) the Company shall deliver to such Purchaser such Purchaser’s Convertible Note and Warrant, and (iii) the Company and such Purchaser shall deliver the other items set forth in Section 2.2.