Next Equity Financing. In event the Company consummates a Next Equity Financing during such time as any Note is outstanding, then (i) if the Company has undergone a Change of Control, the Company shall cause the Successor Entity to assume all of the Company's obligations under this Agreement and the Notes and (ii) the outstanding principal amount of each Note and all accrued interest thereon shall be automatically converted into the capital stock of the Company or Successor Entity issued in the Next Equity Financing and subject to the same terms and conditions as all other participants in such Next Equity Financing; provided, however, the number of shares of such capital stock to be issued to each Investor upon such automatic conversion shall be equal to the quotient obtained by dividing (x) the outstanding principal amount and all accrued interest due on the Note on the date of conversion by (y) an amount equal to a discount of 66.67% to the lowest price at which a share of capital stock is sold to the investors in the Next Equity Financing. In connection with the conversion pursuant to this Section 2.2(a), the Investor agrees to execute all agreements and documents applicable to investors in the Next Equity Financing.
Next Equity Financing. Upon the closing of the Next Equity Financing, this KISS will be automatically converted into that number of Conversion Shares equal to the quotient obtained by dividing the Purchase Price and unpaid accrued interest on this KISS by the Conversion Price. Notwithstanding the foregoing, accrued interest on this KISS may be paid in cash at the option of the Company. At least five (5) days prior to the closing of the Next Equity Financing, the Company shall notify the Investor in writing of the terms under which the Preferred Stock of the Company will be sold in such financing. The issuance of Conversion Shares pursuant to the conversion of this KISS shall be upon and subject to the same terms and conditions applicable to the Preferred Stock sold in the Next Equity Financing (or the Shadow Series, as applicable).
Next Equity Financing. Upon the closing of the Next Equity Financing, the principal and unpaid accrued interest of each Note will be automatically converted into, at the option of the holder thereof, either (i) the Equity Securities issued in the Next Equity Financing or (ii) shares of Series B-3 Preferred Stock. Notwithstanding the foregoing, upon the written consent of holders of at least seventy-five percent (75%) in interest of the aggregate principal amount of Notes, accrued interest on this Note may be paid in cash at the option of the Company. The number of Conversion Shares to be issued upon such conversion shall be equal to the quotient obtained by dividing the outstanding principal and unpaid accrued interest on a Note to be converted on the date of conversion, by the Conversion Price, as applicable. At least ten (10) business days prior to the closing of the next sale (or series of related sales) by the Company of its Equity Securities following the date of this Agreement (each a “Planned Financing”), the Company shall notify the holder of each Note in writing of the terms under which the Equity Securities of the Company will be sold in such Planned Financing (the “Financing Notice”). If the Planned Financing qualifies as a Next Equity Financing, then within five (5) business days after the Financing Notice is effectively given by the Company, a holder shall inform the Company of its election to convert the Note into either (x) the Equity Securities issued in the next Equity Financing or (y) shares of Series B-3
Next Equity Financing. The Outstanding Amounts Due will be automatically converted into Conversion Shares upon the closing of the Next Equity Financing. The number of Conversion Shares to be issued upon such conversion shall be equal to the quotient obtained by dividing the Outstanding Amounts Due by the Conversion Price. At least ten (10) days prior to the closing of the Next Equity Financing, the Company shall notify the Foundation in writing of the terms of the Next Equity Financing. Except as otherwise expressly set forth herein, the issuance of Conversion Shares pursuant to the conversion of the Note shall be upon and subject to the same terms and conditions applicable to the Equity Securities sold in the Next Equity Financing.
Next Equity Financing. For purposes of this Agreement, Next Equity Financing means the closing of a capital raise by the Company in a minimum aggregate gross proceeds of $6.0 million (the “Next Equity Financing”).
Next Equity Financing. The outstanding principal and accrued, but unpaid interest outstanding under the terms of each Note may be converted, at the option of the holder thereof, into Conversion Shares upon the closing of the Next Equity Financing. The number of Conversion Shares to be issued upon the conversion of any Note pursuant to this Section 2.2(a) shall be determined by dividing (i) the outstanding principal and accrued but unpaid interest outstanding on a Note to be converted as of the date of conversion by (ii) the Conversion Price. At least five (5) days prior to the closing of the Next Equity Financing, the Company shall notify the holder of each Note in writing of the terms under which the Equity Securities of the Company will be sold in the Next Equity Financing. The issuance of Conversion Shares pursuant to the conversion of each Note shall be upon and subject to the same terms and conditions applicable to the Equity Securities sold in the Next Equity Financing.
Next Equity Financing. At the discretion of the each Lender, all principal and interest outstanding on the respective Notes shall be converted into shares of LGI’s capital stock issued in LGI’s next equity financing at the same price and upon the same terms as the shares issued in the next equity financing
Next Equity Financing. If there is a Next Equity Financing before the expiration or termination of this Safe, on the initial closing of such Next Equity Financing, this Safe will automatically convert into the number of shares of Safe Preferred Stock equal to the Purchase Amount divided by the Conversion Price. In connection with the automatic conversion of this Safe into shares of Safe Preferred Stock, the Investor will execute and deliver to the Company all of the transaction documents related to the Next Equity Financing; provided, that such documents are the same documents to be entered into with the purchasers of Standard Preferred Stock, with appropriate variations for the Safe Preferred Stock if applicable, and provided further, that such documents have customary exceptions to any drag-along applicable to the Investor, including, without limitation, limited representations and warranties and limited liability and indemnification obligations on the part of the Investor.
Next Equity Financing. The then outstanding principal and unpaid accrued interest of each Note shall be automatically converted into Conversion Shares upon the closing of the Next Equity Financing. The number of Conversion Shares to be issued upon such conversion shall be equal to the quotient obtained by dividing (i) the outstanding principal and unpaid accrued interest due on a Note to be converted on the date of the conversion by (ii) the Conversion Price. At least five (5) days prior to the closing of the Next Equity Financing, the Company shall notify the holder of each Note in writing of the terms (in reasonable summary detail) under which the Equity Securities will be sold in such financing. Subject to Section 8.12 below, the issuance of Conversion Shares pursuant to the conversion of each Note shall otherwise be upon and subject to the same terms and conditions applicable to the Equity Securities sold in the Next Equity Financing.
Next Equity Financing. Upon the closing of the Next Equity Financing, the principal and unpaid accrued interest of each Note will be automatically converted into the Equity Securities issued in the Next Equity Financing; provided, however that the terms of the Next Equity Financing are at least as favorable to the holder as the terms of a conversion under Section 2.2(d) hereof. The number of Conversion Shares to be issued upon such conversion shall be equal to the quotient obtained by dividing the outstanding principal and unpaid accrued interest on a Note to be converted on the date of conversion, by the Conversion Price, as applicable. The issuance of Equity Securities pursuant to the conversion of each Note shall be upon and subject to the same terms and conditions applicable to the Equity Securities sold in the Next Equity Financing.
