Series One Clause Samples
Series One. The Class B Preferred Stock - Series One will have a $100 liquidation preference which is subordinate to the liquidation preference of the Class A Preferred Stock; will be redeemable by Buyer on the terms set forth in Section 1.5(c) hereof will have terms which include, but are not limited to, a right of the preferred stockholder to approve material capital expenditures not financed by Buyer to be exercised in a timely fashion with commercially reasonable discretion; and will bear a cumulative coupon of 3.5% and a conversion price of $0.763 per share. Such Class B Preferred Stock—Series One will contain the terms set forth in the Certificate of the Designations, Powers, Preferences and Rights of the Class B Preferred Stock – Series One in the form annexed hereto as Exhibit B.
Series One. Series One is associated with an asset described as _________________, and located at _________________________, in the City of ____________________, County of _________________________, State of _________________, and Country of _______________________, commonly referred to as __________________.
(a) The Company shall keep and maintain Series One records that are separate and distinct from any and all other series’ records.
(b) The Company shall hold and account for Series One assets that are separate and distinct from any and all other series’ assets.
(c) The debts, liabilities and obligations incurred, contracted for or otherwise existing with respect to Series One shall be enforceable against the assets of Series One only, and not against the assets of the Company generally or any other series thereof.
(d) None of the debts, liabilities, obligations and expenses incurred, contracted for or otherwise existing with respect to the Company generally or any other series thereof shall be enforceable against the assets of Series One.
(e) In no case shall a Member of Series One be personally obligated for any or all of the debts, obligations and liabilities of this Series One, any other series, or the Company generally.
(f) Series One shall have Class A, Class B, and Class C Members and said Members shall have all of the rights and responsibilities as otherwise stated in this Agreement (specifically, but not limited to, Article IV below). Class Members of one series shall have no rights or responsibilities with respect to Class Members of other series, and vice versa.
(g) Any event that causes a Member to cease to be associated with this series shall not, in itself, cause such Member to be associated with any other series or terminate the continued membership of a Member in the Company, or cause the termination of the entire series, regardless of whether such Member was the last remaining Member associated with such series.
(h) Series One may be terminated and its affairs wound up without causing the dissolution of the Company.