Examples of Next Financing Securities in a sentence
The Company covenants that the shares of Next Financing Securities issuable upon the conversion of this Note will, upon conversion of this Note, be validly issued, fully paid and nonassessable and free from all taxes, liens and charges in respect of the issue thereof.
In the event that a Next Financing has not occurred before the Note Maturity Date, “Shares” shall mean either the Company’s Series C Preferred Stock or Next Financing Securities, whichever such securities Original Issue Price (as such term is defined in the Company’s Amended and Restated Certificate of Incorporation) is lower.
The number of Next Financing Securities into which a Purchaser’s Units may be exchanged shall be determined by dividing (a) the aggregate Per Unit Purchase Price at which the Units being exchanged were issued, by (b) the price per Next Financing Security at which such securities were issued in the Next Financing.
If a Next Financing occurs on or prior to the Maturity Date, then the outstanding principal amount of this Note and all accrued and unpaid interest under this Note shall automatically convert into fully paid and nonassessable shares of Next Financing Securities at the Note Conversion Price, with any fractional shares rounded down.
The exercise price per Share shall be equal to seventy-five percent (75%) of the price per share of the Next Financing Securities issued in the Next Financing; provided, however, that if the Shares subject to this Warrant are deemed to be the Company’s Series C Preferred Stock in accordance with Section 1(a), the exercise price for the Shares subject to this Warrant shall be $1.35 per Share, subject to adjustment pursuant hereto (the “Exercise Price”).
If a Next Financing occurs on or prior to the Maturity Date, then the outstanding principal amount of this Note, and all accrued and unpaid interest under this Note, shall automatically convert into fully paid and nonassessable shares of Next Financing Securities at the Note Conversion Price, with any fractional shares rounded down.
The issuance of such shares upon such conversion shall be upon and subject to the same terms and conditions applicable to the Next Financing and, except as set forth in the preceding sentence, such shares shall have the same rights and preferences as the Next Financing Securities and such shares shall be upon and subject to terms and conditions no less favorable than any share issued by AQ prior to the Effective Date.
In the event that a Next Financing has not occurred before the earlier of the Company’s consummation of the Contemplated IPO or the Note Maturity Date, “Shares” shall mean either the Company’s Series C Preferred Stock or Next Financing Securities, whichever such securities Original Issue Price (as such term is defined in the Company’s Amended and Restated Certificate of Incorporation) is lower.
At the election of the Holder in its sole discretion at any time within the thirty (30) day period after the initial closing of the Next Financing, the entire remaining principal amount of this Note, and all accrued but unpaid interest and any other amounts payable under this Note, may be converted into shares of Next Financing Securities at the Note Conversion Price.
In the event that the Company consummates a Next Financing, at the option of the Holder all or part of the outstanding principal amount of this Note, any accrued but unpaid interest and any other amounts payable under this Note may be converted into Next Financing Securities.