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1. Information Rights: Used when investors require specific financial and operational information rights beyond statutory requirements

2. Board Observer Rights: Included when investors are granted the right to appoint a board observer

3. Most Favored Nation Provision: Added when investors want protection against more favorable terms being offered in subsequent note issuances

4. Pre-emptive Rights: Included when investors are granted rights to participate in future financing rounds

5. Transfer Restrictions: Added when specific limitations on note transfer are required

6. Subordination Provisions: Necessary when the notes need to be subordinated to other company debt

7. Multiple Closing Provisions: Required when the note purchase agreement contemplates multiple closing dates

1. Form of Convertible Promissory Note: The actual form of note to be issued to investors

2. Capitalization Table: Current and pro-forma capitalization of the company

3. Disclosure Schedule: Exceptions to company representations and warranties

4. Use of Proceeds: Detailed breakdown of intended use of investment proceeds

5. Required Consents and Filings: List of third-party consents and regulatory filings required

6. Existing Indebtedness: Schedule of company's existing debt obligations

7. Key Terms of Conversion: Detailed mechanics and calculations for conversion scenarios