FR EA

Extract to table

Pull the structured facts out of a document: parties, dates, amounts, obligations.

Extract to table / ar-investors-rights-agreement-initial-draft.docx
ar-investors-rights-agreement-initial-draft.docx · 1002-00004

Parties

PINNACLE VENTURE FUND II LP
RIDGELINE VENTURES FUND III LP
GROWTH PARTNERS FUND II LP
BRINDOVAL CAPITAL GROUP LLC
Harkness LLP
Pinnacle Capital Management LLC
Greer LLP
Dralvecen Fund Services LLC

Dates

June 15, 2022
March 31, 2022
June 30, 2024

Amounts

$4.00
$60,000,000
$0.0001
$0.80
$2.00
$3.00
$10,000,000
$3,000,000
$50,000
$47,300,000

Obligations

Without limiting the generality of the foregoing, for purposes of this Agreement, (a) any general partner, managing member, fund manager, or investment adviser of an Investor shall be deemed an Affiliate of such Investor, and (b) any fund or investment vehicle managed by the same management company or investment adviser as an Investor shall be deemed an Affiliate of such Investor
2 Rules of Construction Unless the context of this Agreement otherwise requires: (a) words of any gender include each other gender; (b) words using the singular or plural number also include the plural or singular number, respectively; (c) the terms "hereof," "herein," "hereby," "hereto," and derivative or similar words refer to this entire Agreement; (d) the terms "Article," "Section," "Exhibit," and "Schedule" refer to the specified Article, Section, Exhibit, or Schedule of or to this Agreement unless otherwise specified; (e) the word "including" and words of similar import when used in this Agreement shall mean "including, without limitation," unless otherwise specified; (f) the word "or" shall not be exclusive; (g) references to agreements and other documents shall be deemed to include all subsequent amendments, restatements, extensions, supplements, and other modifications thereto, but only to the extent that such amendments, restatements, extensions, supplements, and other modifications are not prohibited by the terms of this Agreement or any other Transaction Document; (h) references to statutes and regulations shall be deemed to include all statutory and regulatory provisions amending, replacing, supplementing, or interpreting such statutes or regulations; (i) all accounting terms used herein and not expressly defined herein shall have the meanings given to them under GAAP; and (j) headings and captions in this Agreement are included for convenience of reference only and shall not be given any substantive effect
Each such request shall specify the approximate number of Registrable Securities to be registered and the intended method(s) of disposition thereof
The Company shall be obligated to effect no more than two (2) Demand Registrations in the aggregate under this Section 2
Notwithstanding the foregoing, the Company may defer a Demand Registration for a period not to exceed ninety (90) days (a "Deferral Period") if the Board of Directors determines in good faith that the filing of such registration statement would require disclosure of material non-public information that the Board has determined in good faith would be materially detrimental to the Company and its stockholders; provided, however, that (i) the Company may exercise such deferral right no more than once in any twelve (12)-month period, (ii) the Company shall promptly notify the Initiating Holders in writing of its decision to defer (without being required to disclose the nature of the material non-public information), and (iii) the Company shall file such registration statement as soon as reasonably practicable after the expiration of the Deferral Period
If the Initiating Holders intend for the Demand Registration to be an underwritten offering, they shall so advise the Company in their written demand, and the Company shall include such information in the written notice to all Holders