Non-Qualified Financing definition

Non-Qualified Financing means any financing by the Borrower that would have been a Qualified Financing pursuant to clause (a) of the definition thereof but for the gross cash proceeds of such financing being less than the Minimum Financing Threshold.
Non-Qualified Financing means the next sale (or series of related sales) by the Company of its Preferred Stock following the date of this Agreement, from which the Company receives gross proceeds of less than US $1,000,000 (excluding, for the avoidance of doubt, the aggregate principal amount of the Notes sold and amounts convertible or converted under any SAFE, convertible promissory note, or other debt (including this Note and the other Notes) issued at the Initial Closing and Subsequent Closings by the Company).
Non-Qualified Financing means any bona fide equity financing round, other than a Qualified Financing, occurring after the date of this Agreement in which the Company raises newly committed capital prior to the Maturity Date from one or a series of related transactions involving the issue by the Company of shares to investor(s) (excluding (i) any Loans made pursuant to this Agreement; (ii) any shares issued on the exercise of any option granted to an employee, officer or consultant of the Company by way of incentive; and (iii) any issue of shares on conversion of a Loan under this Agreement);

Examples of Non-Qualified Financing in a sentence

  • Any conversion of this Note shall be deemed to be effective, (A) in the case of a Qualified Financing or Non-Qualified Financing, upon the initial closing of such Qualified Financing or Non-Qualified Financing, or (B) in the case of a Change of Control or IPO, immediately prior to the closing of such a Change of Control or IPO, as applicable.

  • If a Non-Qualified Financing occurs on or before the Maturity Date, then the Requisite Holders shall have the option, by delivering written notice to the Company at least five (5) business days prior to the closing of such Non-Qualified Financing, to have the Outstanding Amount converted into fully paid and nonassessable shares of Conversion Preferred Stock at the Conversion Price in connection with such Non-Qualified Financing.


More Definitions of Non-Qualified Financing

Non-Qualified Financing means the closing of the sale by the Corporation of its preferred stock (or, in connection with or following a Public Company Event, the sale by the Corporation or any successor of its common stock) in an equity financing transaction in one or more closings with gross proceeds of less than $40,000,000 (including the conversion of any indebtedness).
Non-Qualified Financing is a transaction or series of related transactions after the date of this Note that is approved by the board of directors of the Company in which the Company issues and sells shares of its capital stock in exchange for cash, conversion or cancellation of indebtedness, or any combination thereof, and which (i) does not constitute a Next Financing, or (ii) constitutes a Next Financing but occurs after the Maturity Date.
Non-Qualified Financing means an equity financing that is not a Qualified Financing.
Non-Qualified Financing has the meaning given in Section 7(b).
Non-Qualified Financing means a transaction or series of related transactions, pursuant to which the Company issues and sells shares of its preferred stock with the principal purpose of raising capital, that does not constitute a Qualified Financing.
Non-Qualified Financing means an equity financing by Borrower that does not constitute a Qualified Financing.
Non-Qualified Financing means prior to (i) the Maturity Date, (ii) the SPAC Closing (as defined below), or (iii) a Qualified IPO, the issuance by the Company of shares of its preferred stock in an equity financing resulting in gross proceeds to the Company of at least $75,000,000.00.