Exhibit 10.1
THIS SENIOR UNSECURED NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAW AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR BORROWER SHALL HAVE RECEIVED AN OPINION OF ITS COUNSEL THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.
SENIOR UNsecured PROMISSORY DRAWDOWN LOAN NOTE
UP TO USD $1,000,000 Issuance Date: September 6, 2023
FOR VALUE RECEIVED, the undersigned, Heart Test Laboratories, Inc. D/B/A HeartSciences, a Texas corporation (“Borrower”), hereby promises to pay to the order of Matthews Southwest Holdings, Inc., a Texas corporation, or its assigns of this senior unsecured promissory note (collectively, the “Holder”), the principal sum of up to One Million and No/100 Dollars ($1,000,000), and such other amount as may be outstanding hereunder (collectively, this “Note”).
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The Warrants as described in this Section 2(a) hereto shall be in the form attached hereto as Exhibit A, subject to the terms of Sections 2(a)(i) – (iii) above. All share and exercise price amounts contained in this Note are subject to proportionate adjustment for stock splits, stock combinations and other similar recapitalizations applicable to the Borrower.
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Address of Holder: | Matthews Holdings Southwest, Inc. 320 West Main Street Lewisville, Texas, 75057 Attn: CFO Email: amiller@matthewssouthwest.com |
Address of the Borrower: | Heart Test Laboratories, Inc. 550 Reserve Street, Suite 360 Southlake, Texas 76072 Attn: CFO Email: Danielle.watson@heartsciences.com |
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[Signature page follows]
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IN WITNESS WHEREOF, Borrower and Holder have executed and delivered this Note as of the date first written above.
HEART TEST LABORATORIES, INC. (Borrower)
Name: Andrew Simpson
Title: CEO
|
Matthews Southwest Holdings, Inc. (Holder)
Name: Adam Miller
Title: Vice President
|
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