G/YCombinator-SAFE-2020/Form/Base/v1-1.md

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Notwithstanding the foregoing, in connection with a Change of Control intended to qualify as a tax-free reorgani{s/z}ation, the Company may reduce the cash portion of Proceeds payable to the Investor by the amount determined by its board of directors in good faith for such Change of Control to qualify as a {tax-free_reorganization_for_U.S._federal_income_tax_purposes}, provided that such reduction (A) does not reduce the total Proceeds payable to such Investor and (B) is applied in the same manner and on a pro rata basis to all securityholders who have equal priority to the Investor under Section 1.d.