Conversion upon a subsequent round of convertible notes

[bwiles81]

The first sentence of Section 4.2 of the Investment Agreement provides that "If the Company issues securities in its next equity financing after the date hereof" - has anyone thought about whether a subsequent convertible note financing would trigger rights under this section? Would the issuance of securities upon the conversion of such notes trigger rights under this section? Is this section intended to include convertible note financings? As to that last question, I think not, and would propose clarification that future debt financings, whether or not convertible, would not trigger this section.

[UlrikBinzer]

Was this issue ever resolved?

[bwiles81]

Not to my knowledge, though I now make a clarifying edit in the form when I use it.

[UlrikBinzer]

Thanks for your quick reply. What language do you use? (No need to
re-invent the wheel).

Thanks,

Ulrik Binzer

Cell: +1 857-928-0955

On May 6, 2014, at 10:13 AM, bwiles81 [email protected] wrote:

Not to my knowledge, though I now make a clarifying edit in the form when I
use it.

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