Liquidity Event Conversion definition

Liquidity Event Conversion means, the conversion of the then aggregate Outstanding Amount of the Notes into Class C-4 Shares of the Company in connection with the consummation of a Qualifying Liquidity Event and pursuant to Section 4.04 hereof.
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Liquidity Event Conversion shall have the meaning ascribed to it in Section 6.1.
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Examples of Liquidity Event Conversion in a sentence

  • The IPO Conversion Price and the Alternative Liquidity Event Conversion Price (either, the “Mandatory Conversion Price”) shall be subject to adjustment, as provided for in Section 3(f) below.

  • In the event that prior to the Maturity Date, the Maker shall consummate an Alternative Liquidity Event, the Holder may elect at his or its option to convert the outstanding and unpaid Outstanding Balance of this Note into Common Stock of the Maker at the Alternative Liquidity Event Conversion Price.

  • If the Pre-Money Valuation is equal, in Brazilian reais, [*] or greater (“Maximum Equity Value”), the Pre-Money Valuation shall be deemed to be [*] for the purpose of the Liquidity Event Conversion.

  • The IPO Conversion Price and the Liquidity Event Conversion Price (either, the “Mandatory Conversion Price”) shall be subject to adjustment as provided for in Section 3(f) below.

  • Furthermore, the warranty shall be excluded for defects caused by the material or instructions provided by the Customer for the manufacturing of the Products.

  • Indicate frequency (payments are available on a monthly basis only under Life Income with Liquidity.

  • Unless this SAFE has earlier converted pursuant to Section 2.1 (Next Equity Financing Conversion) or Section 2.2 (Corporate Liquidity Event Conversion), on December 31, 2020, this SAFE will automatically convert into the number of Common Units equal to the Investment Amount divided by the applicable Conversion Price.

  • In a Liquidity Event, Conversion Event or Dissolution Event, this SAFE is intended to operate like standard non-participating Preferred Stock.

  • In the event that prior to the Maturity Date, the Maker shall consummate a Liquidity Event, the Holder may elect at his or its option to convert the outstanding and unpaid Outstanding Balance of this Note into Common Stock of the Maker at the Alternative Liquidity Event Conversion Price.

  • If, prior to the Maturity Date, the Maker shall consummate an Alternative Liquidity Event, the Holder may elect at Holder’s option, to convert the outstanding and unpaid Outstanding Balance of this Note into Common Stock of the Maker at the lower of the Alternative Liquidity Event Conversion Price or the Optional Conversion Price.

Related to Liquidity Event Conversion

  • Liquidity Event means a Change of Control or an IPO.

  • Conversion Event means the cessation of use of (i) a Foreign Currency both by the government of the country which issued such currency and for the settlement of transactions by a central bank or other public institutions of or within the international banking community, (ii) the ECU both within the European Monetary System and for the settlement of transactions by public institutions of or within the European Communities or (iii) any currency unit (or composite currency) other than the ECU for the purposes for which it was established.

  • Adjusted Conversion Price means the lesser of the Fixed Conversion Price or the Floating Conversion Price one day prior to the record date set for the determination of stockholders entitled to receive dividends, distributions, rights or warrants as provided for in Sections 4(c)(ii), (iii) and (iv).

  • Default Conversion Price shall have the meaning set forth in Section 4(b).

  • Interest Conversion Price means, with respect to any Interest Date, that price which shall be computed as 100.0% of the arithmetic average of the Weighted Average Price of the Common Stock on each of the ten (10) consecutive Trading Days immediately preceding the applicable Interest Date (each, an “Interest Measuring Period”). All such determinations to be appropriately adjusted for any stock split, stock dividend, stock combination or other similar transaction during such period.

  • Make-Whole Fundamental Change Conversion Period has the following meaning:

  • Trigger Event Date means a date on which a Trigger Event has occurred as determined by the Calculation Agent.

  • Mandatory Conversion Date has the meaning set forth in Section 7(a).

  • Fixed Conversion Price shall have the meaning set forth in Section 4(b).

  • Optional Conversion Date means, with respect to the Optional Conversion of any Convertible Preferred Stock, the first Business Day on which the requirements set forth in Section 10(d)(ii) for such conversion are satisfied.

  • Interest Conversion Shares shall have the meaning set forth in Section 2(a).

  • Change of Control Conversion Date shall have the meaning provided in the Articles Supplementary.

  • Interest Conversion Rate means the lesser of (a) the Conversion Price or (b) 90% of the lesser of (i) the average of the VWAPs for the 20 consecutive Trading Days ending on the Trading Day that is immediately prior to the applicable Interest Payment Date or (ii) the average of the VWAPs for the 20 consecutive Trading Days ending on the Trading Day that is immediately prior to the date the applicable Interest Conversion Shares are issued and delivered if such delivery is after the Interest Payment Date.

  • Early Preference Share Redemption Event means the event that occurs if:

  • Automatic Conversion Date shall have the meaning specified in Section 15.12(a).

  • Forced Conversion Date shall have the meaning set forth in Section 6(d).

  • Term Loan Conversion Date means the Termination Date on which all Revolving Credit Advances outstanding on such date are converted into a term loan pursuant to Section 2.06.

  • Recapitalization Event means any event of share combination or subdivision, distribution of bonus shares or any other similar reclassification, reorganization or recapitalization of the Company’s share where the shareholders retain their proportionate holdings in the Company.

  • Event Date shall have the meaning set forth in Section 2(d).

  • Applicable Conversion Price means the Conversion Price in effect at any given time.

  • Final Conversion Date means 5:00 p.m. in New York City, New York on the earlier to occur following the IPO of (i) the first Trading Day falling on or after the date on which the outstanding shares of Class B Common Stock represent less than ten percent (10%) of the aggregate number of shares of the then outstanding Class A Common Stock and Class B Common Stock, (ii) the tenth (10th) anniversary of the IPO or (iii) the date specified by affirmative vote of the holders of a majority of the outstanding shares of Class B Common Stock, voting as a single class.

  • Base Conversion Price shall have the meaning set forth in Section 5(b).

  • Continuation/Conversion Date means the date on which a Loan is converted into or continued as a LIBOR Rate Loan.

  • Judgment Conversion Date as defined in subsection 10.8(a).

  • Series B Conversion Price means, as of the applicable Conversion Date, the greater of (A) the average of the Market Values of the Common Stock for the five consecutive Trading Days preceeding (but not including) such Conversion Date, or (B) the then effective Series B Minimum Conversion Price.

  • Daily Conversion Value means, for each of the 40 consecutive Trading Days during the relevant Observation Period, 2.5% of the product of (a) the Conversion Rate on such Trading Day and (b) the Daily VWAP on such Trading Day.