The Oregon Convertible Note Agreement is a legal document that outlines the terms and conditions of a convertible note, a popular form of investment used by startups and early-stage companies to secure funding. This agreement is specific to the state of Oregon and adheres to the relevant laws and regulations of the state. A convertible note agreement is a financial instrument that allows investors to provide funding to a company in the form of a loan, which can later be converted into equity at a predetermined future date or event. This type of agreement is commonly used when a company is in its early stages and has not yet established a valuation. By using a convertible note, startups can raise capital without having to determine an exact valuation for their company at that point in time. The Oregon Convertible Note Agreement typically includes various key provisions such as the principal amount of the loan, interest rate, maturity date, repayment terms, conversion terms, and other investor protections. Additionally, the agreement may also cover important topics like the investor's rights, voting rights, information rights, the company's obligations, and events of default. It is important to note that there can be different types of Oregon Convertible Note Agreements based on the specific requirements or preferences of the parties involved. These variations may include factors such as the conversion discount rate, valuation cap, and other terms that can impact the conversion of the loan into equity. Some popular variations of the Oregon Convertible Note Agreement include: 1. Discount Note: This type of agreement offers a discount, typically a percentage, on the conversion price when the note converts into equity. This allows the investor to buy shares at a lower price than other investors during a subsequent funding round. 2. Valuation Cap Note: In this case, the convertible note includes a predetermined maximum valuation at which the note will convert into equity. This benefits the investor by ensuring they receive a predetermined amount of equity regardless of the company's future valuation. 3. Maturity Date Note: This variation includes a specific date on which the loan must be repaid if it is not converted into equity by that time. This protects the investor by providing a firm deadline for repayment. Overall, the Oregon Convertible Note Agreement serves as a crucial legal document that enables startups in Oregon to secure funding through convertible notes while complying with the state's specific laws and regulations. Different types of this agreement provide flexibility and various benefits to both the company and the investor, allowing for customized terms based on their respective goals and requirements.