Extract to table
Pull the structured facts out of a document: parties, dates, amounts, obligations.
Extract to table / safe-instrument-redline-investor-comments.docx
safe-instrument-redline-investor-comments.docx
Parties
OPINION OF COUNSEL REASONABLY SA
Brightfield Cloud Services Inc
This SA
Subsequent SA
Waiver This SA
Governing Law This SA
Assigns This SA
Not Indebtedness This SA
Dates
Amounts
$0.0001
$1,000,000
$12,000,000
$2,000,000
$1,850,000
$500,000 2
$400,000 3
$350,000 4
$300,000 5
$300,000
Obligations
In consideration of the Investor's payment of the Purchase Amount (as defined below and as set forth on Schedule A attached hereto) to the Company, and for other good and valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Company and the Investor hereby agree as follows: Section 1: Events 1(a) Equity Financing Upon the occurrence of an Equity Financing before the termination of this SAFE, the Company shall automatically issue to the Investor a number of shares of Safe Preferred Stock equal to the Purchase Amount divided by the Conversion Price
The issuance of Safe Preferred Stock to the Investor pursuant to this Section 1(a) shall be on the same terms and conditions applicable to shares of Preferred Stock issued to investors in the Equity Financing (the "Standard Preferred Stock"), except that (i) the per-share liquidation preference of the Safe Preferred Stock shall equal the Conversion Price and (ii) the per-share conversion price of the Safe Preferred Stock (for purposes of any anti-dilution adjustments or voluntary or mandatory conversion provisions) shall equal the Conversion Price
The Liquidity Notice shall describe in reasonable detail the material terms and conditions of the Liquidity Event and shall inform the Investor of the Investor's right to elect to receive either (i) the Cash-Out Amount or (ii) shares of Common Stock, in each case as set forth above
The Investor shall notify the Company in writing of the Investor's election not later than five (5) business days following receipt of the Liquidity Notice
If the Investor fails to deliver written notice of an election within such five (5) business day period, the Investor shall be deemed to have elected to receive a number of shares of Common Stock equal to the Purchase Amount divided by the Liquidity Price
Payment of the Cash-Out Amount or the issuance of shares of Common Stock, as applicable, shall occur at or immediately prior to the consummation of the Liquidity Event