Common use of Next Equity Financing Clause in Contracts

Next Equity Financing. In event the Company consummates a Next Equity Financing during such time as any Note is outstanding, then (i) if the Company has undergone a Change of Control, the Company shall cause the Successor Entity to assume all of the Company's obligations under this Agreement and the Notes and (ii) the outstanding principal amount of each Note and all accrued interest thereon shall be automatically converted into the capital stock of the Company or Successor Entity issued in the Next Equity Financing and subject to the same terms and conditions as all other participants in such Next Equity Financing; provided, however, the number of shares of such capital stock to be issued to each Investor upon such automatic conversion shall be equal to the quotient obtained by dividing (x) the outstanding principal amount and all accrued interest due on the Note on the date of conversion by (y) an amount equal to a discount of 66.67% to the lowest price at which a share of capital stock is sold to the investors in the Next Equity Financing. In connection with the conversion pursuant to this Section 2.2(a), the Investor agrees to execute all agreements and documents applicable to investors in the Next Equity Financing.

Appears in 3 contracts

Samples: Senior Secured Convertible Promissory Note Purchase Agreement (Amarantus BioSciences, Inc.), Senior Secured Convertible Promissory Note Purchase Agreement (Amarantus BioSciences, Inc.), Senior Secured Convertible Promissory Note Purchase Agreement (Jumpkicks, Inc.)

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Next Equity Financing. In the event the Company consummates a Next Equity Financing during such time as any Note is outstanding, . then (i) if the Company has undergone a Change of Control, the Company shall cause the Successor Entity to assume all of the Company's obligations under this Agreement and the Notes and (ii) the outstanding principal amount of each Note and all accrued interest thereon shall may, at the option of the holder of such Note, be automatically converted into the capital stock of the Company or Successor Entity issued in the Next Equity Financing and subject to the same terms and conditions as all other participants in such Next Equity Financing; : provided, however, the number of shares of such capital stock to be issued to each Investor upon such automatic optional conversion shall be equal to the quotient obtained by dividing (x) the outstanding principal amount and all accrued interest due on the Note on the date of conversion by (y) an amount equal to a discount of 66.67% to the lowest price at which a share of capital stock is sold to the investors in the Next Equity Financing. In connection with the conversion pursuant to this Section 2.2(a3.2(a), the Investor agrees to execute all agreements and documents applicable to investors in the Next Equity Financing."

Appears in 3 contracts

Samples: Senior Secured Convertible Promissory Note Purchase Agreement (Amarantus BioSciences, Inc.), Senior Secured Convertible Promissory Note Purchase Agreement (Amarantus BioSciences, Inc.), Senior Secured Convertible Promissory Note Purchase Agreement (Jumpkicks, Inc.)

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