When a company has decided to raise money by issuing convertible bonds, it needs at least three main documents: 1) a converting debt sheet, 2) a contract to purchase convertible securities and 3) a convertible debt. If debt is to be guaranteed, a security agreement is also needed. The execution, provision and compliance with this agreement and each of the other transaction documents to which it is associated, as well as the transactions envisaged and therefore, not limited to the purchase of debt securities, has) have been duly approved by all necessary measures; (b) are not contrary to the terms of the buyer`s organisational documents 153, nor to a modification of this document and (c) no violation, violation or realization of Link or creation of Link to violate or result in a contractual obligation of the purchaser or a legal requirement applicable to the purchaser or a law-activity, which would have a significant negative effect on (i) the buyer`s ability to fulfill the essential obligations of that agreement or one of the other transaction documents. or (ii) the legality, validity or applicability of this agreement or any of the other transactional documents. Any performance plan that is subject to an ERISA managed, established or sponsored by ERISA, or in which a company staff member participates or in which the company (together the “plans”) participates, meets all applicable legal requirements, unless failure to comply with these legal requirements has no significant adverse effect. No plan (a) is subject to ERISA Title IV or is not a multiple plan or work plan (in the sense of section 413 (c) of the code; or (b) provide post-retirement benefits, unless these benefits are required by law or the “parachute” payment (within the meaning of section 280G b) of the code). The execution and provision of this agreement and each of the other transaction documents, the purchase and sale of the bonds and the conclusion of the proposed transactions do not therefore lead to a transaction prohibited by the company within the meaning of Section 406 of ERISA or Section 4975 of the Code. any binding agreement or commitment by the entity to do any of the things described in this section 3.13. By lending money to the company instead of investing directly in equity at the beginning of a startup, the lender protects itself from additional risks. If the start-up fails, debtors will be given priority over shareholders with respect to all cash funds or assets that the entity may hold after dissolution. In return, the bondholder cannot participate in an increase in the value of the company`s equity during the period of convertible debt. On the contrary, when the equity is received, the holder of the note receives less and less equity upon the conversion. A fictitious purchase agreement is used every time a company issues convertible bonds on convertible securities.

“Link”: any mortgage, any act of trust, any pledge, assumption, assignment, penalty, consignment (granted by law or otherwise) or preference, priority, right or any other security interest or any form of preferential regime (except preferential preferences for shares and equity), including, but not limited, to those that occur under the same economic effect or which are essentially the result of one of the above effects. The notes must be signed by the debtor. The holder of the mention takes possession of the mention. With respect to all licenses, sub-licenses and other agreements under which the company is either a licensee or a hardware company IP taker, the company has fulfilled all the essential obligations imposed on it, and the company is not involved, nor the knowledge of the company that, in one way or another, is contrary or delayed between them. , there is also no event that would be delayed by a termination or delay or both.