Series Seed-1 Preferred Stock definition

Series Seed-1 Preferred Stock means shares of the Company’s Series Seed-1 Preferred Stock, par value $0.0001 per share.

Series Seed-1 Preferred Stock has the meaning specified in Section 4.6(a).

Series Seed-1 Preferred Stock means shares of the Company’s Series Seed 1 Preferred Stock, par value $0.00001 per share, issued and outstanding as of immediately prior to the Effective Time. “Series Seed-2 Preferred Stock” means shares of the Company’s Series Seed 2 Preferred Stock, par value $0.00001 per share, issued and outstanding as of immediately prior to the Effective Time. “Series Seed-3 Preferred Stock” means shares of the Company’s Series Seed 3 Preferred Stock, par value $0.00001 per share, issued and outstanding as of immediately prior to the Effective Time. “Service Provider” means any current or former employee, officer, director, retiree, independent contractor or consultant of any Group Company. “Software” means any and all (a) computer programs and applications, architectures, libraries, applications for mobile devices, including pads and mobile phones, firmware and middleware, including any and all software implementations of algorithms, models and methodologies, whether in source code or object code, (b) databases and compilations, including any and all data and collections of data, whether machine readable or otherwise, (c) descriptions, flow-charts and other work product used to design, plan, organize and develop any of the foregoing and (d) all programmer and user documentation, including user manuals and training materials, relating to any of the foregoing. “Stockholder” means each holder of Company Stock. “Straddle Period” means a taxable period beginning on or prior to the Closing Date and ending after the Closing Date. “Subsidiary” means, with respect to any Person, any corporation, limited liability company, partnership, association or other business entity of which (a) if a corporation, a majority of the total voting power of shares of stock entitled (without regard to the occurrence of any contingency) to vote in the election of directors thereof is at the time owned or controlled, directly or indirectly, by such Person or one or more of the other Subsidiaries of such Person or a combination thereof, or (b) if a limited liability company, partnership, association or other business entity, a majority of the membership, partnership, limited liability company or other similar ownership interest therein for purposes of either an economic or voting interest is at the time owned or controlled, directly or indirectly, by any Person or one or more Subsidiaries of such Person or a combination thereof. For purposes hereof, a Person or Persons shall be deemed to have ...

Examples of Series Seed-1 Preferred Stock in a sentence

• The offering statement, and pre-qualification amendments, cover the contemplated sale of up to 10,204,081 shares of the Company’s Series Seed-1 Preferred Stock, convertible into the Class A Common Stock of the Company.

• As of the date hereof, the Company has 8,645,861 shares of Company Common Stock issued and outstanding, 3,847,756 shares of Series Seed Preferred Stock issued and outstanding, 3,037,227 shares of Series Seed-1 Preferred Stock issued and outstanding, 2,599,497 shares of Series Seed-2 Preferred Stock issued and outstanding and 445,347 shares of Series Seed-3 Preferred Stock issued and outstanding.

• Based upon the foregoing, we are of the opinion that the shares of Series Seed-1 Preferred Stock being sold pursuant to the offering statement, and Class A Common Stock into which the Series Seed-1 Preferred Stock may convert, are duly authorized and will be, when issued in the manner described in the offering statement, legally and validly issued, fully paid and non-assessable.

• The “Seed Original Issue Price” means $0.09091 per share for Series Seed Preferred Stock and $0.09682 for Series Seed-1 Preferred Stock, in each case subject to appropriate adjustment in the event of any stock dividend, stock split, combination or other similar recapitalization with respect to the Series Seed Preferred Stock or Series Seed-1 Preferred Stock, as the case may be.

• Dividends The holders of Series Seed-1 Preferred Stock are entitled to receive dividends, if and when declared by the Board of Directors.

• The Company has filed an offering circular on Form 1-A for an offering of up to $5 million of its Series Seed-1 Preferred Stock intending to be exempt from registration with the US Securities and Exchange Commission under Regulation A.

• The Series Seed Preferred Stock and Series Seed-1 Preferred Stock are collectively referred to herein as the “Series Seed Preferred”.

• Except as provided by law or by the other provisions of this Amended and Restated Certificate of Incorporation, holders of Series E Preferred Stock, Series D Preferred Stock, Series C Preferred Stock, Series B Preferred Stock, Series A-2 Preferred Stock, Series A-1 Preferred Stock, Series Seed-2 Preferred Stock and Series Seed-1 Preferred Stock shall vote together with the holders of Common Stock as a single class.

• Certain of the Investors (the “Existing Investors”) hold shares of the Company’s Series B Preferred Stock, Series A Preferred Stock, Series Seed-1 Preferred Stock, Series Seed Preferred Stock and/or shares of Common Stock issued upon conversion thereof and possess registration rights, information rights, rights of first offer, and other rights pursuant to an Amended and Restated Investors’ Rights Agreement dated as of October 23, 2017 by and among the Company and such Investors (the “Prior Agreement”).

• The Company had 111,895 and 90,000 shares of authorized Series Seed-1 Preferred Stock, as of June 30, 2020 and 2019, respectively.

More Definitions of Series Seed-1 Preferred Stock

Series Seed-1 Preferred Stock has the meaning assigned to such term in the Restated Charter. “Series Seed-2 Preferred Stock” has the meaning assigned to such term in the Restated Charter. “Series Seed-3 Preferred Stock” has the meaning assigned to such term in the Restated Charter. “Series Seed-4 Preferred Stock” has the meaning assigned to such term in the Restated Charter. “Series Seed-5 Preferred Stock” has the meaning assigned to such term in the Restated Charter. “Series Seed-6 Preferred Stock” has the meaning assigned to such term in the Restated Charter. “Series Seed-7 Preferred Stock” has the meaning assigned to such term in the Restated Charter.