Extract to table

Critically, the Initial Draft also included an automatic cross-acceleration clause providing that if the Company fails to repay any holder within the 30-day repayment window, all Notes held by all holders shall become immediately due and payable, regardless of whether such other holders have elected conversion or repayment

Most Favored Nation (MFN) Provision — Scope Initial Draft (WPS/Ridgeline Position): The Initial Draft contained a broad MFN clause providing that if the Company issues any subsequent convertible note, Simple Agreement for Future Equity ("SAFE"), or other convertible instrument or debt instrument on terms more favorable than the terms of the Notes, each holder of the Notes shall have the right, at such holder's individual election, to adopt any or all of the more favorable terms with respect to its Note

Revised Draft (C&H/Skybridge Position): C&H added a provision expressly stating that the conversion of the Notes at the Qualified Financing shall not trigger anti-dilution adjustments to the conversion prices of the Company's existing outstanding series of preferred stock

Accept individual election (WPS's preferred mechanism) if WPS agrees to the instrument-type narrowing (covering only convertible notes and SAFEs) and the bank and commercial lending facility carve-out

as escrow agent, pending satisfaction of all closing conditions Subordination | The Notes shall be subordinated in right of payment to the Company's existing $15,000,000 venture debt facility with Kelvantis Lending Corp