/Docs/G/SeriesSeed-Cooley-CmA/notes/Term_Sheet/0.md
  Source views: Source JSON(ish) on GitHub (VSCode)   Doc views: Document (&k=MiniQualifiedSecurities.sec): Visual Print Technical: OpenParameters Xray

---

If the conversion price of the Notes is less than the cash price per share at which {_Next_Round_Securities} is issued in the {_Qualified_Financing}, the {_Company} may, solely at its option, elect to convert the Notes into shares of a newly created series of capital stock having the identical rights, privileges, preferences and restrictions as the {_Next_Round_Securities} issued in the {_Qualified_Financing}, and otherwise on the same terms and conditions, other than with respect to (if applicable): (i) the per share liquidation preference and the conversion price for purposes of price-based anti-dilution protection, which will equal the conversion price; and (ii) the per share dividend, which will be the same percentage of the conversion price as applied to determine the per share dividends of new investors in the {_Qualified_Financing} relative to the purchase price paid by such investors.