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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/25/21 Emmaus Life Sciences, Inc. 10-K 12/31/19 121:29M ActiveDisclosure/FA |
Document/Exhibit Description Pages Size
1: 10-K Annual Report HTML 1.84M
2: EX-3.1 Articles of Incorporation/Organization or Bylaws HTML 45K
3: EX-4.1 Instrument Defining the Rights of Security Holders HTML 32K
4: EX-10.11 Material Contract HTML 38K
5: EX-10.12 Material Contract HTML 38K
6: EX-10.23 Material Contract HTML 49K
7: EX-10.25 Material Contract HTML 103K
8: EX-10.26 Material Contract HTML 39K
9: EX-10.27 Material Contract HTML 71K
10: EX-10.28 Material Contract HTML 75K
11: EX-10.29 Material Contract HTML 115K
12: EX-10.30 Material Contract HTML 49K
13: EX-10.33 Material Contract HTML 39K
14: EX-10.34 Material Contract HTML 149K
15: EX-10.35 Material Contract HTML 40K
16: EX-10.37 Material Contract HTML 45K
17: EX-21.1 Subsidiaries List HTML 31K
18: EX-31.1 Certification -- §302 - SOA'02 HTML 36K
19: EX-31.2 Certification -- §302 - SOA'02 HTML 36K
20: EX-32.1 Certification -- §906 - SOA'02 HTML 32K
27: R1 Document and Entity Information HTML 86K
28: R2 Consolidated Balance Sheets HTML 109K
29: R3 Consolidated Balance Sheets (Parenthetical) HTML 47K
30: R4 Consolidated Statements of Operations and HTML 100K
Comprehensive Loss
31: R5 Consolidated Statements of Changes in HTML 97K
Stockholders' Equity (Deficit)
32: R6 Consolidated Statements of Cash Flows HTML 150K
33: R7 Description of Business HTML 39K
34: R8 Summary of Significant Accounting Policies HTML 68K
35: R9 Restatement of Previously Issued Financial HTML 646K
Statements
36: R10 Revenues HTML 120K
37: R11 Selected Financial Statement Captions - Assets HTML 91K
38: R12 Investments HTML 120K
39: R13 Selected Financial Statement Captions - HTML 108K
Liabilities
40: R14 Notes Payable HTML 708K
41: R15 Stockholders' Deficit HTML 432K
42: R16 Income Taxes HTML 144K
43: R17 Leases HTML 65K
44: R18 Commitments and Contingencies HTML 37K
45: R19 Related Party Transactions HTML 489K
46: R20 Subsequent Events HTML 53K
47: R21 Quarterly Financial Statements (Unaudited) HTML 830K
48: R22 Summary of Significant Accounting Policies HTML 131K
(Policies)
49: R23 Restatement of Previously Issued Financial HTML 640K
Statements (Tables)
50: R24 Revenues (Tables) HTML 123K
51: R25 Selected Financial Statement Captions - Assets HTML 96K
(Tables)
52: R26 Investments (Tables) HTML 112K
53: R27 Selected Financial Statement Captions - HTML 109K
Liabilities (Tables)
54: R28 Notes Payable (Tables) HTML 756K
55: R29 Stockholders' Deficit (Tables) HTML 431K
56: R30 Income Taxes (Tables) HTML 146K
57: R31 Leases (Tables) HTML 64K
58: R32 Related Party Transactions (Tables) HTML 487K
59: R33 Subsequent Events (Tables) HTML 38K
60: R34 Quarterly Financial Statements (Unaudited) HTML 828K
(Tables)
61: R35 Description of Business (Details Narrative) HTML 48K
62: R36 Summary of Significant Accounting Policies HTML 56K
(Details Narrative)
63: R37 Restatement of Previously Issued Financial HTML 102K
Statements (Details Narrative)
64: R38 Restatement of Previously Issued Financial HTML 172K
Statements (Details 1)
65: R39 Restatement of Previously Issued Financial HTML 123K
Statements (Parenthetical) (Details 1)
66: R40 Restatement of Previously Issued Financial HTML 163K
Statements (Details 2)
67: R41 Restatement of Previously Issued Financial HTML 98K
Statements (Parenthetical) (Details 2)
68: R42 Restatement of Previously Issued Financial HTML 201K
Statements (Details 3)
69: R43 Restatement of Previously Issued Financial HTML 41K
Statements (Parenthetical) (Details 3)
70: R44 Revenues (Details) HTML 37K
71: R45 Revenues (Details 1) HTML 45K
72: R46 Revenues (Details 2) HTML 41K
73: R47 Revenues (Details Narrative) HTML 41K
74: R48 Selected Financial Statement Captions - Assets HTML 40K
(Details)
75: R49 Selected Financial Statement Captions - Assets HTML 37K
(Details 1)
76: R50 Selected Financial Statement Captions - Assets HTML 45K
(Details 2)
77: R51 Selected Financial Statement Captions - Assets HTML 32K
(Details Narrative)
78: R52 Investments (Details Narrative) HTML 85K
79: R53 Investments (Details 1) HTML 38K
80: R54 Investments (Details 2) HTML 59K
81: R55 Selected Financial Statement Captions - HTML 65K
Liabilities (Details)
82: R56 Selected Financial Statement Captions - HTML 39K
Liabilities (Details 1)
83: R57 Selected Financial Statement Captions - HTML 42K
Liabilities (Details Narrative)
84: R58 Notes Payable (Details) HTML 109K
85: R59 Notes Payable (Details 1) HTML 63K
86: R60 Notes Payable (Details 2) HTML 130K
87: R61 Notes Payable (Details Narrative) HTML 57K
88: R62 Notes Payable (Details 3) HTML 40K
89: R63 Notes Payable (Details 4) HTML 56K
90: R64 Stockholders' Deficit (Details Narrative) HTML 161K
91: R65 Stockholders' Deficit (Details) HTML 38K
92: R66 Stockholders' Deficit (Details 1) HTML 51K
93: R67 Stockholders' Deficit (Details 2) HTML 42K
94: R68 Stockholders' Deficit (Details 3) HTML 51K
95: R69 Stockholders' Deficit (Details 4) HTML 42K
96: R70 Stockholders' Deficit (Details 5) HTML 89K
97: R71 Stockholders' Deficit (Parenthetical) (Details 5) HTML 31K
98: R72 Stockholders' Deficit (Details 6) HTML 41K
99: R73 Stockholders' Deficit (Details 7) HTML 59K
100: R74 Income Taxes (Details) HTML 39K
101: R75 Income Taxes (Details 1) HTML 58K
102: R76 Income Taxes (Details 2) HTML 39K
103: R77 Income Taxes (Details Narrative) HTML 47K
104: R78 Income Taxes (Details 3) HTML 49K
105: R79 Leases (Details Narrative) HTML 66K
106: R80 Leases (Details) HTML 46K
107: R81 Leases (Details 1) HTML 45K
108: R82 Commitments and Contingencies (Details Narrative) HTML 71K
109: R83 Related Party Transactions (Details) HTML 133K
110: R84 Related Party Transactions (Details Narrative) HTML 36K
111: R85 Subsequent Events (Details) HTML 41K
112: R86 Subsequent Events (Details Narrative) HTML 143K
113: R87 Quarterly Financial Statements (Unaudited) HTML 162K
(Details 1)
114: R88 Quarterly Financial Statements (Unaudited) HTML 119K
(Parenthetical) (Details 1)
115: R89 Quarterly Financial Statements (Unaudited) HTML 173K
(Details 2)
116: R90 Quarterly Financial Statements (Unaudited) HTML 102K
(Parenthetical) (Details 2)
117: R91 Quarterly Financial Statements (Unaudited) HTML 193K
(Details 3)
118: R92 Quarterly Financial Statements (Unaudited) HTML 37K
(Details Narrative)
120: XML IDEA XML File -- Filing Summary XML 211K
119: EXCEL IDEA Workbook of Financial Reports XLSX 195K
21: EX-101.INS XBRL Instance -- emma-20191231 XML 9.60M
23: EX-101.CAL XBRL Calculations -- emma-20191231_cal XML 341K
24: EX-101.DEF XBRL Definitions -- emma-20191231_def XML 1.45M
25: EX-101.LAB XBRL Labels -- emma-20191231_lab XML 1.94M
26: EX-101.PRE XBRL Presentations -- emma-20191231_pre XML 2.05M
22: EX-101.SCH XBRL Schema -- emma-20191231 XSD 296K
121: ZIP XBRL Zipped Folder -- 0001564590-21-001977-xbrl Zip 385K
Exhibit 10.11
EMMAUS LIFE SCIENCES, INC.
Promissory Note
Principal Amount: _US$1,500,000_____Loan Date: __04/24/2019_________
Currency:__US dollars_______Term: __Two years_________
Interest Rate:___11.0% per year_____Loan Due Date: _Due on demand_____
Interest Payment Period: __Interest is payable annually______________________________
Lender: __Eastwind ltd.________________________________________________________
FOR VALUE RECEIVED, Emmaus Life Sciences, Inc., a Delaware corporation, located at 21250 Hawthorne Blvd., Suite 800, Torrance, CA 90503 (“Borrower”) agrees to pay to Lender the sum of the Principal Amount in the stated Currency, together with any accrued interest at the stated Interest Rate, under the following terms and conditions of this this Promissory Note (“Note”).
1. Terms of Repayment (Balloon Payment): The entire unpaid Principal Amount and any accrued interest shall become immediately due and payable upon the stated Loan Due Date. Simple interest at the stated Interest Rate will accrue on the outstanding Principal Amount commencing on the Loan Date of this Note and the Borrower shall make payments of interest only as per the stated Interest Payment Period.
2. Prepayment: This Note may be prepaid in whole or in part at any time after six months of the Loan Date without premium or penalty. All prepayments shall first be applied to interest, and then to principal payments.
3. Place of Payment: All payments due under this Note shall be sent to the Lender’s address, as noted in Attachment 1 hereto, or at such other place as the Lender or subsequently assigned holder of this Note may designate in writing in the future.
4. Default: In the event of default, the Borrower agrees to pay all costs and expenses incurred by the Lender, including all reasonable attorney fees as permitted by law for the collection of this Note upon default.
5. Acceleration of Debt: If the Borrower (i) fails to make any payment due under the terms
of this Note or seeks relief under the U.S. Bankruptcy Code, (ii) fails to deliver shares to the Lender by the deadline set forth in Section 4 hereof, (iii) suffers an involuntary petition in
bankruptcy or receivership that is not vacated within thirty (30) days, (iv) consents to the appointment of a receiver, trustee, assignee, liquidator or similar official or such appointment is not discharged or stayed within 30 days, (v) makes a general assignment for the benefit of its creditors or (vi) admits in writing that it is generally unable to pay its debts as they become due,
the entire balance of this Note and any interest accrued thereon shall be immediately due and payable to the holder of this Note.
6. Modification: No modification or waiver of any of the terms of this Note shall be allowed unless by written agreement signed by the parties. No waiver of any breach or default hereunder shall be deemed a waiver of any subsequent breach or default of the same or similar nature.
7. Complete Note: This Note is the complete and exclusive statement of agreement of the parties with respect to matters in this Note. This Note replaces and supersedes all prior written or oral agreements or statements by and among the parties with respect to the matters covered by it. No representation, statement, condition or warranty not contained in this Note is binding on the parties.
8. Transfer of the Note: This Note may be transferred, in whole or in part, at any time or from time to time, by the Lender. The Borrower hereby waives any notice of the transfer of this Note by the Lender or by any subsequent holder of this Note, agrees to remain bound by the terms of this Note subsequent to any transfer, and agrees that the terms of this Note may be fully enforced by any subsequent holder of this Note. If this Note is to be transferred, the Lender shall surrender this Note to the Borrower, whereupon the Borrower will forthwith issue and deliver upon the order of the Lender a new Note registered as the Lender may request, representing the outstanding Principal Amount being transferred by the Lender and, if less then the entire outstanding Principal Amount is being transferred, a new Note to the Lender representing the outstanding Principal Amount not being transferred. This Note may not be transferred by the Borrower, by operation of law or otherwise, without the prior written consent of the Lender.
9. Lost, Stolen or Mutilated Note: Upon receipt by the Borrower of evidence reasonably satisfactory to the Borrower of the loss, theft, destruction or mutilation of this Note, and, in the case of loss, theft or destruction, of any indemnification undertaking by the Lender to the Borrower in customary form and, in the case of mutilation, upon surrender and cancellation of this Note, the Borrower shall execute and deliver to the Lender a new Note representing the outstanding Principal Amount and accrued and unpaid interest thereon.
10. Remedies: The remedies provided in this Note shall be cumulative and in addition to all other remedies available under this Note at law or in equity (including a decree of specific performance and/or other injunctive relief), and nothing herein shall limit the Lender’s right to pursue actual and consequential damages for any failure by the Borrower to comply with the terms of this Note.
11. Severability of Provisions: If any portion of this Note is deemed unenforceable, all other provisions of this Note shall remain in full force and effect.
12. Insufficient Authorized Shares: The Borrower shall take all reasonable best action necessary to increase the Borrower’s authorized shares of common stock to an amount sufficient to allow Borrower to reserve the Required Reserve Amount for the Note.
13. Choice of Law: All terms and conditions of this Note shall be interpreted under the laws
of California, U.S.A., without regard to conflict of law principles.
Signed Under Penalty of Perjury, this __24th__ day of _April_, __2019__
Emmaus Life Sciences, Inc.
_______________________________________
_______________________________________
By: Lender
ATTACHMENT 1
Lender’s Name: Eastwind ltd.
Lender’s Address:
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 3/31/23 Emmaus Life Sciences, Inc. 10-K 12/31/22 88:18M Donnelley … Solutions/FA 3/31/22 Emmaus Life Sciences, Inc. 10-K 12/31/21 98:18M ActiveDisclosure/FA 12/30/21 Emmaus Life Sciences, Inc. S-8 12/30/21 6:155K EdgarAgents LLC/FA 8/10/21 Emmaus Life Sciences, Inc. 10-K/A 12/31/20 92:18M ActiveDisclosure/FA 5/04/21 Emmaus Life Sciences, Inc. 10-K 12/31/20 97:18M ActiveDisclosure/FA |