Epos Agreement

The intention of EPOS is for the investor`s shares to be issued in a subsequent investment cycle. Until then, the investor has little control over the company, but enjoys some protection by the company`s commitment to repay the investor a multiple (twice default) of the amount of the advance in the event of default (significant default, payment of dividends, transfer of a substantial part of the company`s assets). This effectively gives the investor a 2x liquidation preference and eposor will resign upon receipt of this payment. In the event of a liquidity event (transfer of the majority of shares or other events resulting in a change of control), the obligation to repay is also triggered. In this case, an automatic conversion to shares could also be considered. Generally, this would occur in a subsequent investment cycle, provided that the issuance of shares to the EPOS investor takes place before the liquidity event closes. This element is essential, because if the current shareholders` pact (to which the EPOS investor must comply) ever contains and includes rights. These rights may be exercised immediately as part of the Equity Events (the day for the investor or drag by the other shareholders) (which results in a return for the investor at least the discount rate and perhaps the higher difference between the ceiling and the effective price per share paid in the liquidity event). If you want to change the default language of the EPOS, you can contact me and I will give you the text. material: all material provided by Epos Now, including, but not limited, to sales terminals, supporting document printers, cash drawers, CCTV and epic devices; In the event that the proposed eligible funding occurs, EPOS requires that the investor then obtain the oldest class of outstanding or issued shares and that a shareholding and shareholder pact be entered into, including at least the investor`s rights included in the equity and shareholding agreement, Extended Version, so that the parties accept a minimum level of practice and market influence of the investor as a shareholder after his activity.

Given the popularity of convertibles, several alternative investment vehicles have been introduced in the United States as alternatives to convertibles, such as Y Combinators SAFE (Simple Agreement for Future Equity) and 500 KISS (Keep It Simple Security) startups. These documents are certainly worth a look, but they are written for U.S. agreements, not for Dutch transactions and are subject to U.S. law (and no, you can`t just replace the “regulated by U.S. law” clause with Dutch law), which is why I introduced in mid-2016 the EPOS (easy Prepayment On Shares), an investment agreement on just over 2 pages of legal text for our open source material which has worked successfully to this day. was used to make Uber`s investment in Rockstart Web – Mobile Alumni Otly. In the event that the proposed eligible financing occurs, EPOS requires the investor to receive the oldest class of outstanding or issued shares and for the investor to comply with the current shareholders` pact, which defines the shares and bonds to be acquired offering at least a minimum level of protection to minority shareholders.