Senior Preferred Share Clause Samples

Senior Preferred Share. Subject to the provisions of the Law and the other provisions of this Schedule A, each holder of Series A Preferred Shares and Series A-1 Senior Preferred Shares shall be entitled to receive, on an annual basis and when, as and if declared by the Board, preferential, non-cumulative dividends at the rate equal to the greater of (i) three percent (3%) of its total investment amount in the Company, and (ii) the dividend that would be paid with respect to the Ordinary Shares into which the Series A-1 Senior Preferred Shares or Series A Preferred Shares could be converted, in each case for each Series A-1 Senior Preferred Share or Series A Preferred Share held by such holder, payable in cash or shares when and as such cash becomes legally available therefor on parity with each other, prior and in preference to any dividend on any Ordinary Shares; provided that such dividends shall accrue and be payable only when, as, and if declared by the Board (including approval of the Series A Director and Series A-1 Director). All declared but unpaid dividends shall be paid in cash when and as such cash becomes legally available to the holders of the Series A Preferred Shares immediately prior to the closing of a Qualified IPO. Dividends (if any) declared and paid pursuant to this Section 1.2 shall be non-cumulative.