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EXHIBIT 10.30
STOCK PURCHASE AGREEMENT
This Stock Purchase Agreement (this "Agreement") is made as of
the date set forth on the signature page below by and between Lithium Technology
Corporation, a Delaware corporation (the "Company"), and each of the individuals
(individually an "Investor" and collectively the "Investors") whose signature is
affixed below who is subscribing for shares of the Company's common stock
indicated below his name on the signature page hereof (the "Shares").
1. Purchase and Sale of Shares. (A) Upon the execution of this
Agreement, the Investor will purchase from the Company, and the Company will
sell and issue to the Investor, the Shares that the Investor elects to purchase.
The purchase price to be paid by the Investor for the Shares is $0.10 per share.
(B) In connection with the purchase and sale of the Shares hereunder
the Investor represents and warrants to the Company that:
(1) The Investor understands that (A) the Shares have not been
registered under the Securities Act, nor qualified under the securities
laws of any other jurisdiction, (B) the Shares constitute "restricted
securities" for purposes of the Securities Act of 1933, as amended (the
"Securities Act"), (C) the Shares cannot be resold unless they
subsequently are registered under the Securities Act and qualified
under applicable state securities laws, unless the Company determines
that exemptions from such registration and qualification requirements
are available, and (D) the Investor has no right to require such
registration or qualification;
(2) The Shares to be acquired by the Investor pursuant to this
Agreement will be acquired for the Investor's own account and not with
a view to, or intention of, distribution thereof in violation of the
Securities Act, or any applicable state securities laws, and the Shares
will not be disposed of in contravention of the Securities Act or any
applicable state securities laws;
(3) The Investor has substantial knowledge and experience in
financial and business matters, has specific experience making
investment decisions of a similar nature, and is capable, without the
use of a financial advisor, of utilizing and analyzing the information
made available in connection with the acquisition of the Shares and of
evaluating the merits and risks of an investment in the Shares. The
Investor has complete knowledge of the Company's current financial and
operating condition and has reviewed: (i) the Company's SEC reports for
the year ended December 31, 1998 and the quarter ended Xxxxx 00, 0000,
(xx) the Company's Confidential Private Placement Memorandum dated June
3, 1999, and (iii) the Company's unaudited balance sheet as of June 30,
1999. The Investor acknowledges and agrees that he has received
confidential, non-public information from the Company in connection
with this investment and accordingly, (i) the investor shall maintain
the confidentiality of such information and, (ii) the investor shall
not buy or sell securities of the Company on the basis of such
information except for the purchase of the Shares pursuant to the
Agreement.
(4) The Investor understands that his investment in the Shares
is subject to significant economic risk, including the relative
illiquidity resulting from the fact that the Shares have not been
registered under the Securities Act and, therefore, cannot be sold
unless they are subsequently registered under the Securities Act or an
exemption from registration is available;
(5) The Investor has had an opportunity to ask questions and
receive answers concerning the terms and conditions of the offering of
the Shares and has had full access to such other information concerning
the Company as the Investor has requested;
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(6) The Investor is an "accredited investor" within the
meaning of Regulation D under the Securities Act;
(7) The Investor is a resident and domiciliary of the state or
other jurisdiction hereinafter set forth below the Investor's signature
and the Investor has no present intention of becoming a resident of any
other state or jurisdiction; and
(8) The Investor has not received and is not relying upon any
written offering literature or prospectus and has not received and is
not relying upon any oral representations.
(C) In connection with the purchase and sale of the Shares hereunder
the Company represents and warrants to the Investor that:
(1) The Company is a corporation duly organized under the laws
of the State of Delaware. This Agreement has been duly authorized, executed and
delivered by the Company and constitutes the legal, valid and binding obligation
of the Company, enforceable in accordance with its terms, subject to bankruptcy,
insolvency, reorganization and other laws of general applicability relating to
or affecting creditors' rights and to general equity principles.
(D) The closing of the purchase and sale of the Shares (the "Closing")
shall take place on the date of this Agreement (the "Closing Date").
(1) The following shall be delivered by the Company to the
Investor on the Closing Date: Certificate for the Shares.
(2) The following shall be delivered by the Investor to the
Company on the Closing Date: The purchase price by check, wire transfer, bank
draft or money order.
2. Shares Subject to Legend. The Investor acknowledges that the
certificate evidencing the Shares shall be imprinted with a customary
restrictive legend consistent with the Securities Act and applicable state
securities laws.
3. Miscellaneous.
(A) Upon its acceptance by the Company, this Agreement shall be binding
upon and inure to the benefit of the Company and its successors and assigns and
the Investor and the Investor's executors or administrators, personal
representatives, heirs, legatees and distributees. This Agreement may be
executed in two or more counterparts, each of which shall be deemed an original,
but all of which shall constitute one and the same instrument.
(B) This Agreement is governed by and shall be construed in accordance
with the laws of the State of Pennsylvania excluding any conflict-of-laws rule
or principle that might refer the governance or the construction of this
Agreement to the law of another jurisdiction.
(C) This Agreement supersedes all prior discussions and agreements
between the parties with respect to the subject matter hereof between the
parties and contains the sole and entire agreement between the parties hereto
with respect to the subject matter hereof.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as
of the latest date written below.
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INVESTOR'S NAME: __________________ INVESTOR'S NAME: __________________
No. of Shares of Common Stock: ____ No. of Shares of Common Stock: ____
Aggregate Consideration: $ ________ Aggregate Consideration: $ ________
______________________________ ______________________________
Investor Signature Investor Signature
Address: __________________________ Address: __________________________
___________________________________ ___________________________________
___________________________________ ___________________________________
Social Security No.: ______________ Social Security No.: ______________
INVESTOR'S NAME: __________________ INVESTOR'S NAME: __________________
No. of Shares of Common Stock: ____ No. of Shares of Common Stock: ____
Aggregate Consideration: $ ________ Aggregate Consideration: $ ________
______________________________ ______________________________
Investor Signature Investor Signature
Address: __________________________ Address: __________________________
___________________________________ ___________________________________
___________________________________ ___________________________________
Social Security No.: ______________ Social Security No.: ______________
INVESTOR'S NAME: __________________ INVESTOR'S NAME: __________________
No. of Shares of Common Stock: ____ No. of Shares of Common Stock: ____
Aggregate Consideration: $ ________ Aggregate Consideration: $ ________
______________________________ ______________________________
Investor Signature Investor Signature
Address: __________________________ Address: __________________________
___________________________________ ___________________________________
___________________________________ ___________________________________
Social Security No.: ______________ Social Security No.: ______________
ACCEPTED THIS __ DAY OF JULY, 1999 BY:
LITHIUM TECHNOLOGY CORPORATION
By: ____________________________________
Name: ______________________________
Title:______________________________
