SAFE Agreement definition
Examples of SAFE Agreement in a sentence
The Company shall comply with its obligations under the SAFE Agreement and shall not permit, without the prior written consent of Parent (such consent not to be unreasonably withheld, conditioned or delayed), any amendment or modification to be made to, or any waiver of any provision or remedy under, or any replacements of, the SAFE Agreements.
The Parties acknowledge that WSU is not a party to this Agreement concerning its shares of the common stock of Skypersonic and has not yet executed and delivered a Liquidity Event Agreement concerning its SAFE Agreement.
FURTHER RESOLVED, to approve, ratify and confirm that the Company may enter into additional agreements, substantially similar in form and substance to the New SAFE Agreement, with additional investors, as the management of the Company and/or the Board may deem fit and in the Company’s best interests, in the aggregate amount of all such agreement, including those executed heretofore, of up to (and including) US$10,000,000 (collectively, the “SAFE Fundraising”).
The portion of the Aggregate Purchase Price attributable to the 2,600 shares of Skypersonic stock held by WSU is $52,819.25 and the portion of the Aggregate Purchase Price attributable to the satisfaction and discharge of WSU’s SAFE Agreement is $375,000 (in each case subject to pro rata adjustment on account of any Price Adjustment).
Despite the contractual provisions in the Crowd SAFE Agreement, this right cannot be guaranteed if the Company does not have sufficient liquid assets on hand.
FURTHER RESOLVED, to approve, ratify and confirm: (i) the issuance of shares of the Company upon the conversion of the amounts provided to the Company under the New SAFE Agreements, into equity of the Company (in accordance with the terms of the New SAFE Agreements); and (ii) all other instruments, certificates and agreements executed and/or delivered or required to be executed and/or delivered by the Company under or pursuant to each New SAFE Agreement.
The Purchased Shares represent ninety-seven and 46/100 percent (97.46%) (rounded) of the issued and outstanding shares of Skypersonic (exclusive of the right, if any, of WSU under its SAFE Agreement to receive Purchased Shares).
Each of the SAFE Holders agrees and confirms that the respective SAFE Agreement shall be terminated automatically upon the conversion of such SAFE Holder’s rights under the respective SAFE Agreement into the Shares pursuant to Schedule A.
Principal Sellers shall use their best efforts to facilitate agreement on and execution of such a separate purchase agreement for the sale of WSU’s shares of Skypersonic common stock for $52,819.25 of the Aggregate Purchase Price and WSU’s delivery of a Liquidity Event Agreement for the full satisfaction and discharge of its SAFE Agreement for $375,000 of the Aggregate Purchase Price (in each case subject to pro rata adjustment on account of any Price Adjustment).
In a dissolution or bankruptcy of the Company, the purchasers of Securities which have not been converted will be entitled to distributions as described in the Crowd SAFE Agreement.