Liquid Securities definition
Examples of Liquid Securities in a sentence
Notwithstanding the foregoing, a holder of Series B Preferred will not be required to comply with Section 5.4(a) if the amount of cash proceeds or Liquid Securities per share of Series B Preferred received by such holder upon the Liquidity Event is less than the Series B Liquidation Amount (as such term is defined in the Restated Certificate).
Notwithstanding the foregoing, a holder of Series C Preferred will not be required to comply with Section 5.4(a) if the amount of cash proceeds or Liquid Securities per share of Series C Preferred received by such holder upon the Liquidity Event is less than the Series C Liquidation Amount (as such term is defined in the Restated Certificate).
Notwithstanding the foregoing, a holder of Series B-1 Preferred will not be required to comply with Section 5.4(a) if the amount of cash proceeds or Liquid Securities per share of Series B-1 Preferred received by such holder upon the Liquidity Event is less than the Series B-1 Liquidation Amount (as such term is defined in the Restated Certificate).
SCL agrees to cooperate in good faith with Universal to satisfy Universal's obligation with respect to providing Liquid Securities to Liberty pursuant to Sections 4.2 and 4.3 with SCL common stock, subject to (i) SCL continuing to beneficially own, directly or indirectly, at least 80% of the Equity of Universal, (ii) existing MEI arrangements, and (iii) fiduciary duties of SCL directors.
For the purposes of clauses 5, 18.4 and 18.5, where the relevant proceeds comprise non-cash consideration (including, without limitation, any Liquid Securities), any valuation of such proceeds for the purpose of or in connection with the relevant Distribution, Sale or Asset Sale approved in writing by the Investor Majority (acting reasonably) shall apply.