Pro Rata Rights Agreement definition

Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other Safes, as appropriate) giving the Investor a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Stock owned by the Investor immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Stock on a fully diluted basis, calculated as of immediately prior to the issuance of the securities.
Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other SAFEs, as appropriate) giving the Investor a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Stock owned by the Investor immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Stock on a fully diluted basis, calculated as of immediately prior to the issuance of the securities.
Pro Rata Rights Agreement in Section 2 as follows:

Examples of Pro Rata Rights Agreement in a sentence

  • The Investor and the Company will execute a Pro Rata Rights Agreement, unless the Investor is already included in such rights in the transaction documents related to the Equity Financing.

  • If the Investor is a Major Investor, the Investor and the Company will execute a Pro Rata Rights Agreement in favor of the Investor, unless the Investor is already included in such rights in the transaction documents related to the Equity Financing.

  • Investor and the Company will execute a Pro Rata Rights Agreement, unless Investor is already included in such rights in the transaction documents related to the Equity Financing.


More Definitions of Pro Rata Rights Agreement

Pro Rata Rights Agreement means a written agreement between the Company and the Purchaser (and holders of other SAFTs, as appropriate) giving the Purchaser a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing , subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Shares owned by the Purchaser immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Shares on a fully diluted basis, calculated as of immediately prior to the issuance of the securities.
Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other SAFEs, as appropriate) giving the Investor a right to purchase its pro rata share of private SIMPLE AGREEMENT FOR FUTURE EQUITY placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Stock owned by the Investor immediately prior to the issuance of the securities occurring after the Equity Financing to (2) the total number of shares of Capital Stock on a fully diluted basis, calculated as of immediately prior to the issuance of the securities.
Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other Safes, as appropriate), provided the Purchase Amount of this instrument is not less than [$ ], giving the Investor a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Stock owned by the Investor immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Stock on a fully diluted basis, calculated as of immediately prior to the issuance of the securities. ∙ If you want to create a tailored safe for each investor, for any investor to whom you will NOT be giving pro rata rights, edit the template safe to (1) remove Section 1(a)(ii) entirely and (2) remove the definition of Pro Rata Rights Agreement from Section 2. Section 1(a) should look as follows (subsection (i) can be collapsed into subsection (a)):
Pro Rata Rights Agreement m a s a w tt ag m t b tw t Compa y a d t I v sto (a d o d s of ot Saf s, as app op at ) g v g t I v sto a g t to p c as ts p o ata s a of p vat p ac m ts of s c t s by t Compa y occurring after the Equity Financing, s b ct to c stoma y xc pt o s Pro rata fo p pos s of t P o Rata R g ts Ag m t w b ca c at d bas d o t at o of (1) t mb of U ts ow d by t I v sto mm d at y p o to t ss a c of t s c t s to ( ) t tota mb of o tsta d g U ts a d p a xxx t sts o a f y d t d bas s, ca c at d as of mm d at y p o to t ss a c of t s c t s
Pro Rata Rights Agreement means a written agreement between the Company and the Investor (and holders of other Agreements, as appropriate) giving the Investor a right to purchase its pro rata share of private placements of securities by the Company occurring after the Equity Financing, subject to customary exceptions. Pro rata for purposes of the Pro Rata Rights Agreement will be calculated based on the ratio of (1) the number of shares of Capital Units owned by the Investor immediately prior to the issuance of the securities to (2) the total number of shares of outstanding Capital Units on a fully diluted basis, calculated as of immediately prior to the issuance of the securities. “Pro-Rata Share” or an Investor’s “ratable interest” or the like shall be deemed to refer, at any time, to a fraction, the numerator of which is the initial amount of the Agreements issued to such Investor, and the denominator of which is the total amount of the Agreement issued in this offering.

Related to Pro Rata Rights Agreement

  • Investor Rights Agreement has the meaning set forth in the Recitals.

  • Registration Rights Agreement means the Registration Rights Agreement, dated the date hereof, among the Company and the Purchasers, in the form of Exhibit B attached hereto.

  • Investors’ Rights Agreement means the agreement among the Company and the Purchasers and certain other stockholders of the Company dated as of the date of the Initial Closing, in the form of Exhibit E attached to this Agreement.

  • Commitment Shares shall have the meaning set forth in Section 12.04.