Common use of Liquidation Priority Clause in Contracts

Liquidation Priority. In a Liquidity Event or Dissolution Event, this SAFE is intended to operate like Investor already owns the Shares. The Investor’s right to receive its Cash-Out Amount is: i. Junior to payment of outstanding indebtedness and creditor claims, including contractual claims for payment and convertible promissory notes (to the extent such convertible promissory notes are not actually or notionally converted into Shares); and ii. On par with payments for other SAFEs and/or Shares, and if the applicable Proceeds are insufficient to permit full payments to the Investor and such other SAFEs and/or Shares, the applicable Proceeds will be distributed pro rata to the Investor and such other SAFEs and/or Shares in proportion to the full payments that would otherwise be due.

Appears in 1 contract

Sources: Post Money Valuation Cap Simple Agreement for Future Equity

Liquidation Priority. In a Liquidity Event or Dissolution Event, this SAFE Safe is intended to operate like Investor already owns the standard non-participating Preferred Shares. The Investor’s right to receive its Cash-Out Amount is: i. : Junior to payment of outstanding indebtedness and creditor claims, including contractual claims for payment and convertible promissory notes (to the extent such convertible promissory notes are not actually or notionally converted into Sharesshares); and ii. On par with payments for other SAFEs Safes and/or Preferred Shares, and if the applicable Proceeds are insufficient to permit full payments to the Investor and such other SAFEs Safes and/or Preferred Shares, the applicable Proceeds will be distributed pro rata to the Investor and such other SAFEs Safes and/or Preferred Shares in proportion to the full payments that would otherwise be due.; and

Appears in 1 contract

Sources: Safe (Simple Agreement for Future Equity)

Liquidation Priority. In a Liquidity Event or Dissolution Event, this SAFE is intended to operate like Investor already owns the Sharesstandard non‐participating Preferred Stock. The Investor’s right to receive its Cash-Out Cash‐Out Amount is: i. (i) Junior to payment of outstanding indebtedness and creditor claims, including contractual claims for payment and convertible promissory notes (to the extent such convertible promissory notes are not actually or notionally converted into SharesCapital Stock); and; (ii. ) On par with payments for other SAFEs and/or SharesPreferred Stock, and if the applicable Proceeds are insufficient to permit full payments to the Investor and such other SAFEs and/or SharesPreferred Stock, the applicable Proceeds will be distributed pro rata to the Investor and such other SAFEs and/or Shares Preferred Stock in proportion to the full payments that would otherwise be due; and (iii) Senior to payments for Common Stock.

Appears in 1 contract

Sources: Safe (Simple Agreement for Future Equity)

Liquidation Priority. In a Liquidity Event or Dissolution Event, this SAFE Safe is intended to operate like Investor already owns the Sharesstandard non-participating Preferred Stock. The Investor’s right to receive its Cash-Out Amount is: i. : Junior to payment of outstanding indebtedness and creditor claims, including contractual claims for payment and convertible promissory notes (to the extent such convertible promissory notes are not actually or notionally converted into SharesCapital Stock); and ii. On par with payments for other SAFEs Safes and/or SharesPreferred Stock, and if the applicable Proceeds are insufficient to permit full payments to the Investor and such other SAFEs Safes and/or SharesPreferred Stock, the applicable Proceeds will be distributed pro rata to the Investor and such other SAFEs Safes and/or Shares Preferred Stock in proportion to the full payments that would otherwise be due.; and

Appears in 1 contract

Sources: Safe (Simple Agreement for Future Equity)