Series A Liquidation Amount definition
Examples of Series A Liquidation Amount in a sentence
Except as otherwise provided in this Agreement, this Agreement will terminate in respect of all the Parties at the earliest to occur of: (a) each Party agrees in writing to terminate this Agreement; and (b) upon the closing of a Deemed Liquidation Event and completion of the payment of the Series A Liquidation Amount (as defined in the Memorandum and Articles) and the remaining assets distribution as provided in the Memorandum and Articles.
Notwithstanding the foregoing, holders of the Series A Preferred Stock shall not be obligated to sell to the offeror or to the Company, as the case may be, any shares of Series A Preferred Stock, unless the consideration received shall be at least equal to the Series A Liquidation Amount, as defined in the Certificate of Designation.
Upon any such Dissolution, after the holders of Series A Preferred Stock shall have been paid in full the Series A Liquidation Amount, the remaining net assets of the Corporation shall be distributed to the other stockholders of the Corporation as their respective interests may appear.
The amount paid to Warburg pursuant to the previous sentence shall be applied first to the Promissory Note Payoff Amount until the Promissory Note Payoff Amount shall have been paid in full and then, if any amount shall be remaining, pro rata to the Series A Liquidation Amount and Series B Liquidation Amount until the Series A Liquidation Amount and Series B Liquidation Amount shall have been paid in full.
Any dividends paid with respect to the Series A Stock will reduce the Series A Liquidation Amount with respect to such Series A Stock as of the date of such payment; provided, however, that if, notwithstanding the prohibitions herein, dividends are paid with respect to all classes and series of capital stock of the Company, such dividends will not be applied to reduce the applicable Series A Liquidation Amount.