Common use of Preferred Stock Preference Clause in Contracts

Preferred Stock Preference. In the event of any liquidation, dissolution or winding up of the Corporation, either voluntary or involuntary, the holders of shares of Series E Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the Corporation’s assets or funds to the holders of the other series of the Preferred Stock, the Corporation’s Common Stock or any other capital stock of the Corporation ranking junior to the Preferred Stock by reason of their ownership thereof, an amount equal to $1.2545 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the date upon which the Restated Certificate is filed with the Secretary of State of the State of Delaware (the “Filing Date”) (the “Series E Original Issue Price”) for each share of Series E Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share. If, upon such liquidation, dissolution or winding up, the assets and funds distributed are insufficient to permit the payment to each holder of Series E Preferred Stock of the full aforesaid preferential amounts, the entire assets and funds legally available for distribution shall be distributed ratably to such holders in proportion to the preferential amount each such holder is otherwise entitled to receive with respect to the shares of Series E Preferred Stock held by such holder. Upon the completion of the distribution to the holders of Series E Preferred Stock required by this subsection (A) of Section 4.2, the holders of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock shall be entitled to receive, on a pari passu basis, prior and in preference to any distribution of any of the Corporation’s assets or funds to the holders of the Corporation’s Common Stock or any other capital stock of the Corporation ranking junior to the Preferred Stock by reason of their ownership thereof, an amount equal to (i) $0.535 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series A Original Issue Price”) for each share of Series A Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share, (ii) $0.767 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series B Original Issue Price”) for each share of Series B Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share, (iii) $0.9542 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series C Original Issue Price”) for each share of Series C Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share, and (iv) $1.1219 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series D Original Issue Price”) for each share of Series D Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share. If, upon such liquidation, dissolution or winding up, the assets and funds distributed are insufficient to permit the payment to each holder of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock of the full aforesaid preferential amounts, the entire assets and funds legally available for distribution shall be distributed ratably to such holders in proportion to the preferential amount each such holder is otherwise entitled to receive with respect to the shares of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock held by such holder. The Series A Original Issue Price, Series B Original Issue Price, Series C Original Issue Price, Series D Original Issue Price and Series E Original Issue Price are sometimes referred to herein as the “Original Issue Price.”

Preferred Stock Preference. In the event of any liquidation, dissolution or winding up of the Corporation, either voluntary or involuntaryinvoluntary (each a "Liquidation Event"), the holders of shares of Series E A-1 and Series B Preferred Stock shall be entitled to receive, pari passu with each other but prior and in preference to any distribution of any of the Corporation’s assets or surplus funds of the Corporation to the holders of the other series of the Series A Preferred, Series A-2 Preferred, Series B-1 Preferred Stock, the Corporation’s and Common Stock or any other capital stock of the Corporation ranking junior to the Preferred Stock by reason of their ownership thereof, an : the amount equal to of $1.2545 1.00 per share (as adjusted for any Series A-1 Preferred stock dividendsplits, stock split or combination with respect to such share after the date upon which the Restated Certificate is filed with the Secretary of State of the State of Delaware (the “Filing Date”) (the “Series E Original Issue Price”dividends, recapitalizations and similar events) for each share of Series E A-1 Preferred Stock held by them(the "Original Series A-1 Issue Price") then held; the amount of $0.40 per share (as adjusted for Series B Preferred stock splits, plus stock dividends, recapitalizations and similar events) for each share of Series B Preferred (the "Original Series B Issue Price") then held; and, in addition, an additional amount equal to any dividends declared but unpaid dividends, whether accrued or declared, as applicable, on each such sharethe Series A-1 and Series B Preferred. If, upon such liquidation, dissolution or winding up, If the assets and funds thus distributed among the holders of the Series A-1 and Series B Preferred are insufficient to permit the payment to each holder such holders of Series E Preferred Stock of their full preferential amount, then the full aforesaid preferential amounts, the entire assets and funds of the Corporation legally available for distribution shall be distributed ratably to such among the holders of Series A-1 and Series B Preferred in proportion to the preferential amount each such holder is otherwise entitled to receive with respect to the number of shares of Series E A-1 and Series B Preferred Stock held by each such holder. Upon the completion of the distribution After payment to the holders of Series E A-1 and Series B Preferred Stock required by the amounts set forth in the first sentence of this subsection (A) of Section 4.2B(1), the holders of Series A Preferred StockA, Series B Preferred Stock, Series C Preferred Stock A-2 and Series D B-1 Preferred Stock shall be entitled to receive, on a pari passu basiswith each other, but prior and in preference to any distribution of any of the Corporation’s assets or surplus funds of the Corporation to the holders of the Corporation’s Common Stock or any other capital stock of the Corporation ranking junior to the Preferred Stock by reason of their ownership thereof, an : the amount equal to (i) of $0.535 1.00 per share (as adjusted for any Series A Preferred stock dividendsplits, stock split or combination with respect to such share after the Filing Date) (the “Series A Original Issue Price”dividends, recapitalizations and similar events) for each share of Series A Preferred Stock held by them, plus an additional (the "Original Series A Issue Price") then held; the amount equal to any dividends declared but unpaid on each such share, (ii) of $0.767 1.00 per share (as adjusted for any stock dividendSeries A-2 Preferred Stock splits, stock split or combination with respect to such share after the Filing Date) (the “Series B Original Issue Price”dividends, recapitalizations and similar events) for each share of Series B A-2 Preferred Stock held by them, plus an additional (the "Original Series A-2 Issue Price") then held; the amount equal to any dividends declared but unpaid on each such share, (iii) of $0.9542 0.40 per share (as adjusted for any Series B-1 Preferred stock dividendsplits, stock split or combination with respect to such share after the Filing Date) (the “Series C Original Issue Price”dividends, recapitalizations and similar events) for each share of Series C B-1 Preferred Stock held by them(the "Original Series B-1 Issue Price") then held; and, plus in addition, an additional amount equal to any unpaid dividends declared but unpaid declared, as applicable, on each such sharethe Series A, Series A-2 and (iv) $1.1219 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series D Original Issue Price”) for each share of Series D Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such shareB-1 Preferred. If, upon such liquidation, dissolution or winding up, If the assets and funds thus distributed among the holders of the Series A, Series A-2 and Series B-1 Preferred are insufficient to permit the payment to each holder such holders of Series A Preferred Stocktheir full preferential amount, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock of then the full aforesaid preferential amounts, the entire assets and funds legally available for distribution of the Corporation remaining after the payment to the holders of Series A-1, Series A-2 and Series B-1 Preferred the amounts they are entitled to receive under this Section B(1) shall be distributed ratably to such among the holders of Series A, Series A-2 and Series B-1 Preferred in proportion to the preferential amount number of shares of Series A, Series A-2 and Series B-1 Preferred held by each such holder holder. Notwithstanding any other provision of this Section B(1), the holders of Series A, Series A-1, Series A-2, Series B or Series B-1 Preferred shall not receive pursuant to this Section B(1) more than an amount per share which, when added to all dividends previously paid on each share of Series A, Series A-1, Series A-2, Series B or Series B-1 Preferred, as applicable, is otherwise entitled equal to receive 300% of the Original Series A Issue Price, the Original Series A-1 Issue Price, the Original Series A-2 Issue Price, the Original Series B Issue Price or the Original Series B-1 Issue Price, as applicable. No payment shall be made with respect to the shares Common Stock unless and until full payment has been made to the holders of the Series A Preferred StockA, Series A-1, Series A-2, Series B Preferred Stock, Series C Preferred Stock and Series D B-1 Preferred Stock held by such holder. The Series A Original Issue Price, Series B Original Issue Price, Series C Original Issue Price, Series D Original Issue Price and Series E Original Issue Price of the amounts they are sometimes referred entitled to herein as the “Original Issue Pricereceive under this Subsection B(1).”

Preferred Stock Preference. In Upon the event occurrence of any liquidation, dissolution or winding up of the Corporation, either voluntary or involuntarya Liquidation Event, the holders of shares Preferred shall be entitled to receive, out of the assets of the corporation available for distribution to its shareholders, by reason of their ownership thereof (prior, and in preference, to any distribution of any of the assets of the corporation to the holders of the Common or any other capital stock which the corporation may issue), an amount equal to the Preferred Liquidation Amount for each share of Preferred then held by them. If, upon the occurrence of such event, the assets and funds thus distributed among the holders of the Preferred shall be insufficient to permit the payment to such holders of the full aforesaid preferential amounts, then the holders of Series E C Preferred Stock shall be entitled to receive, prior and in preference to any distribution of any of the Corporation’s assets or surplus funds of the corporation to the holders of the other series Junior Preferred and the Common by reason of their ownership thereof, their Preferred Liquidation Amount per share together with accrued unpaid dividends relating thereto (or, if sufficient funds are not available therefor, the remaining assets and funds shall be distributed ratably among the holders of Series C Preferred in proportion to their respective holdings) after which the entire remaining assets and funds of the corporation legally available for distribution, if any, shall be distributed ratably among the holders of the Junior Preferred Stock, in proportion to the Corporation’s Common Stock full aforesaid preferential amounts to which each such holder is entitled; in no event in the case of a Liquidation Event shall any payments or distributions be made to the holders of Junior Preferred or any other capital stock of the Corporation ranking junior to corporation until the Preferred Stock Liquidation Amount has been received by reason of their ownership thereof, an amount equal to $1.2545 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the date upon which the Restated Certificate is filed with the Secretary of State of the State of Delaware (the “Filing Date”) (the “Series E Original Issue Price”) for each share of Series E Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share. If, upon such liquidation, dissolution or winding up, the assets and funds distributed are insufficient to permit the payment to each holder of Series E Preferred Stock of the full aforesaid preferential amounts, the entire assets and funds legally available for distribution shall be distributed ratably to such holders in proportion to the preferential amount each such holder is otherwise entitled to receive with respect to the shares of Series E Preferred Stock held by such holder. Upon the completion of the distribution to the holders of Series E Preferred Stock required by this subsection (A) of Section 4.2, the holders of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock shall be entitled to receive, on a pari passu basis, prior and in preference to any distribution of any of the Corporation’s assets or funds to the holders of the Corporation’s Common Stock or any other capital stock of the Corporation ranking junior to the Preferred Stock by reason of their ownership thereof, an amount equal to (i) $0.535 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series A Original Issue Price”) for each share of Series A Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share, (ii) $0.767 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series B Original Issue Price”) for each share of Series B Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share, (iii) $0.9542 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series C Original Issue Price”) for each share of Series C Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share, and (iv) $1.1219 per share (as adjusted for any stock dividend, stock split or combination with respect to such share after the Filing Date) (the “Series D Original Issue Price”) for each share of Series D Preferred Stock held by them, plus an additional amount equal to any dividends declared but unpaid on each such share. If, upon such liquidation, dissolution or winding up, the assets and funds distributed are insufficient to permit the payment to each holder of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock of the full aforesaid preferential amounts, the entire assets and funds legally available for distribution shall be distributed ratably to such holders in proportion to the preferential amount each such holder is otherwise entitled to receive with respect to the shares of Series A Preferred Stock, Series B Preferred Stock, Series C Preferred Stock and Series D Preferred Stock held by such holder. The Series A Original Issue Price, Series B Original Issue Price, Series C Original Issue Price, Series D Original Issue Price and Series E Original Issue Price are sometimes referred to herein as the “Original Issue PricePreferred.”