The Series A Preferred shall also be convertible into any
future series of Preferred Stock (the «Future Preferred») under either of the following circumstances: (a) if such conversion is approved by the Board or (b) if such conversion is in connection with a future Preferred Stock equity financing in which the Company's fully diluted pre-money valuation is greater than the Company's fully diluted post-money valuation immediately following the Series A Financing contemplated by this term sheet (a «Future Financing»), in either case, on a one - for - one basis (subject to anti-dilution adjustment) at the option of the holder; provided however, if such conversion is in connection with a Future Financing, that the holder may convert into shares of Future Preferred only in the event that all of such shares of Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
future series of Preferred Stock (the «
Future Preferred») under either of the following circumstances: (a) if such conversion is approved by the Board or (b) if such conversion is in connection with a future Preferred Stock equity financing in which the Company's fully diluted pre-money valuation is greater than the Company's fully diluted post-money valuation immediately following the Series A Financing contemplated by this term sheet (a «Future Financing»), in either case, on a one - for - one basis (subject to anti-dilution adjustment) at the option of the holder; provided however, if such conversion is in connection with a Future Financing, that the holder may convert into shares of Future Preferred only in the event that all of such shares of Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
Future Preferred») under either of the following circumstances: (a) if such conversion is approved by the Board or (b) if such conversion is
in connection with a
future Preferred Stock equity financing in which the Company's fully diluted pre-money valuation is greater than the Company's fully diluted post-money valuation immediately following the Series A Financing contemplated by this term sheet (a «Future Financing»), in either case, on a one - for - one basis (subject to anti-dilution adjustment) at the option of the holder; provided however, if such conversion is in connection with a Future Financing, that the holder may convert into shares of Future Preferred only in the event that all of such shares of Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
future Preferred Stock
equity financing
in which the Company's fully diluted pre-money valuation is greater than the Company's fully diluted post-money valuation immediately following the Series A Financing contemplated by this term sheet (a «
Future Financing»), in either case, on a one - for - one basis (subject to anti-dilution adjustment) at the option of the holder; provided however, if such conversion is in connection with a Future Financing, that the holder may convert into shares of Future Preferred only in the event that all of such shares of Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
Future Financing»),
in either case, on a one - for - one basis (subject to anti-dilution adjustment) at the option of the holder; provided however, if such conversion is
in connection with a
Future Financing, that the holder may convert into shares of Future Preferred only in the event that all of such shares of Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
Future Financing, that the holder may convert into shares of
Future Preferred only in the event that all of such shares of Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
Future Preferred only
in the
event that all of such shares of
Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
Future Preferred received by the holder upon conversion are sold to an Approved Investor (as defined below) no later than 90 days following the first closing of the
Future Financing at a price per share no lower than the price per share at which the Company sells shares of such Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
Future Financing at a price per share no lower than the price per share at which the Company sells shares of such
Future Preferred in the Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
Future Preferred
in the
Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the h
Future Financing and, provided further, that such Approved Investor is not an affiliate, family member, or related party of the holder.