And Warrant Purchase Agreement Sample Contracts

CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT
And Warrant Purchase Agreement • April 15th, 2015 • VG Life Sciences Inc. • Pharmaceutical preparations • California

THIS CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT is made as of August 22, 2014, by and among Hock Tiam Tay “VGLS”). (the “Investor”) and VG Life Sciences Inc. (the "Company" or “VGLS”)

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AMENDMENT NO. 1 TO SERIES C PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT
And Warrant Purchase Agreement • June 12th, 2003 • Genaera Corp • Biological products, (no disgnostic substances)
WARRANT
And Warrant Purchase Agreement • May 24th, 2000 • BPC Holding Corp • Plastics products, nec • New York
WARRANT
And Warrant Purchase Agreement • May 24th, 2000 • Berry Plastics Acquisition Corp Iii • Plastics products, nec • New York
CUMULATIVE CONVERTIBLE SENIOR NOTE AND WARRANT PURCHASE AGREEMENT
And Warrant Purchase Agreement • June 6th, 2012 • Coupon Express, Inc. • Services-business services, nec • New York

THIS CUMULATIVE CONVERTIBLE SENIOR NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of the 24th day of October, 2011 and as amended as of May 31, 2012 with the consent of the Purchasers, by and among COUPON EXPRESS, INC., a Nevada corporation (the “ Company”), and the investors listed on Schedule A attached to this Agreement as amended from time to time (each a “Purchaser ” and together the “Purchasers”).

SERIES C CONVERTIBLE PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT VISTERRA, INC. June 29, 2016
And Warrant Purchase Agreement • January 17th, 2017 • Visterra, Inc. • Pharmaceutical preparations • Delaware

This Series C Convertible Preferred Stock and Warrant Purchase Agreement dated as of June 29, 2016 (this “Agreement”) is made by and among (i) Visterra, Inc., a Delaware corporation (the “Company”), (ii) the persons and entities listed on Schedule 1 hereto (each individually, a “Purchaser” and collectively, the “Purchasers”), (iii) solely for the purposes of Sections 6 through 11 of this Agreement, the “Preferred Holders” (as defined in Section 8.1 below) who are not Purchasers, and, (iv) solely for the purposes of Sections 8 through 11 of this Agreement, the “Founder Holders” (as defined in Section 8.1 below), who are not Purchasers.

CHAD THERAPEUTICS, INC. SUBORDINATED SECURED PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT
And Warrant Purchase Agreement • January 4th, 2008 • Chad Therapeutics Inc • Orthopedic, prosthetic & surgical appliances & supplies • California

THIS NOTE AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made as of January 2, 2008 by and among CHAD Therapeutics, Inc., a California corporation (the “Company”), and the investors listed on Exhibit A hereto, each of which is herein referred to as an “Investor.”

SERIES B-2 AND WARRANT PURCHASE AGREEMENT among Geokinetics Inc., Avista Capital Partners, L.P. and Avista Capital Partners (Offshore), L.P. Dated as of July 28, 2008,
And Warrant Purchase Agreement • July 30th, 2008 • Avista Capital Partners, L.P. • Crude petroleum & natural gas • New York

This SERIES B-2 AND WARRANT PURCHASE AGREEMENT (this “Agreement”), dated as of July 28, 2008, among Geokinetics Inc., a Delaware corporation (the “Company”), Avista Capital Partners, L.P., a Delaware limited partnership (“Avista”), and Avista Capital Partners (Offshore), L.P., a Bermuda limited partnership (“Avista Offshore” and together with Avista the “Purchasers”).

Contract
And Warrant Purchase Agreement • July 22nd, 2016 • Implant Sciences Corp • Measuring & controlling devices, nec • New York

THIS WARRANT AND THE SHARES OF COMMON STOCK ISSUABLE UPON EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY STATE SECURITIES LAWS AND MAY NOT BE SOLD, TRANSFERRED OR OTHERWISE DISPOSED OF UNLESS REGISTERED UNDER THE SECURITIES ACT AND UNDER APPLICABLE STATE SECURITIES LAWS OR IMPLANT SCIENCES CORPORATION SHALL HAVE RECEIVED AN OPINION OF COUNSEL THAT REGISTRATION OF SUCH SECURITIES UNDER THE SECURITIES ACT AND UNDER THE PROVISIONS OF APPLICABLE STATE SECURITIES LAWS IS NOT REQUIRED.

WAIVER TO AND AMENDMENT OF CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT
And Warrant Purchase Agreement • January 24th, 2002 • Teraglobal Communications Corp • Telegraph & other message communications

Waiver to and Amendment of Convertible Promissory Note and Warrant Purchase Agreement (this "Waiver and Amendment"), dated as of January 22, 2002, among TeraGlobal Communications Corp., a Delaware corporation (the "Company"), and the investors (collectively, the "Investors" and each individually an "Investor") identified in the Schedule of Investors attached hereto as Exhibit A ("Schedule of Investors").

XCYTE THERAPIES, INC. SERIES F PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT February 5, 2002
And Warrant Purchase Agreement • October 10th, 2003 • Xcyte Therapies Inc • Pharmaceutical preparations • Washington

THIS SERIES F PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of the fifth day of February, 2002, by and between Xcyte Therapies, Inc., a Delaware corporation, located at 1124 Columbia Street, Suite 130, Seattle, WA 98104 (the “Company”), and the investors listed on Exhibit A hereto, each of which is herein referred to as an “Investor.”

SERIES B CONVERTIBLE PARTICIPATING PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT
And Warrant Purchase Agreement • November 2nd, 2009 • NovaRay Medical, Inc. • X-ray apparatus & tubes & related irradiation apparatus • New York

This SERIES B CONVERTIBLE PARTICIPATING PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is dated as of October 27, 2009 by and among NovaRay Medical, Inc., a Delaware Corporation (the “Company”), and each of the Purchasers of shares of Series B Convertible Participating Preferred Stock and Warrants of the Company whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).

SERIES B PREFERRED STOCK
And Warrant Purchase Agreement • January 17th, 1997 • Huff Alternative Income Fund Lp • Telephone communications (no radiotelephone) • New York
PogoTec, Inc. Note and Warrant Purchase Agreement
And Warrant Purchase Agreement • November 16th, 2017 • PogoTec, Inc. • New York

This Note and Warrant Purchase Agreement, dated as of November 1, 2017 (the “Agreement”), is entered into by and among PogoTec, Inc., a Delaware corporation (the “Company”), and the persons and entities delivering a signature page hereto and listed on the schedule of investors attached hereto as Schedule I (each an “Investor” and, collectively, the “Investors”).

Re: Common Stock and Warrant Purchase Agreement Dated as of March 28, 2002, as amended (the “Purchase Agreement”)
And Warrant Purchase Agreement • August 26th, 2010 • Evergreen Energy Inc • Bituminous coal & lignite surface mining

Reference is made to the Purchase Agreement and the common stock purchase warrants issued pursuant thereto and currently outstanding as listed on Exhibit A attached to this letter (the “Warrants”).

EXHIBIT A --------- TO -- UNSECURED CONVERTIBLE DEBENTURE ------------------------------- AND WARRANT PURCHASE AGREEMENT ------------------------------
And Warrant Purchase Agreement • September 8th, 2003 • Miravant Medical Technologies • Pharmaceutical preparations • Delaware
WILLIAM LYON HOMES CLASS B COMMON STOCK AND WARRANT PURCHASE AGREEMENT February 25, 2012
And Warrant Purchase Agreement • March 6th, 2012 • William Lyon Homes • Operative builders • Delaware

This CLASS B COMMON STOCK AND WARRANT PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of February 25, 2012, by and between WILLIAM LYON HOMES, a Delaware corporation (the “Company”) and the person set forth on Schedule 1 hereto (the “Purchaser”).

XCYTE THERAPIES, INC. SERIES E PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT November 13, 2001
And Warrant Purchase Agreement • October 10th, 2003 • Xcyte Therapies Inc • Pharmaceutical preparations • Washington

THIS SERIES E PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is made as of the 13th day of November, 2001, by and between Xcyte Therapies, Inc., a Delaware corporation, located at 1124 Columbia Street, Suite 130, Seattle, WA 98104 (the “Company”), and the investors listed on Exhibit A hereto, each of which is herein referred to as an “Investor.”

CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT
And Warrant Purchase Agreement • June 20th, 2014 • VG Life Sciences, Inc. • Pharmaceutical preparations • California

THIS CONVERTIBLE PROMISSORY NOTE AND WARRANT PURCHASE AGREEMENT is made as of July 13, 2013, by and among MedBridge Venture Fund, LLC, a California limited liability company (the “Investor”) and VG Life Sciences Inc. (the “Company” or “VGLS”).

AMENDMENT NO. 1 TO SERIES B-2 CONVERTIBLE PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT
And Warrant Purchase Agreement • April 1st, 2014 • Radius Health, Inc. • Blank checks • Massachusetts

This Amendment No. 1, dated as of March 28, 2014 (the “Amendment”), by and among Radius Health, Inc., a Delaware corporation (the “Corporation”), and the Series B-2 Majority Investors, amends that certain Series B-2 Convertible Preferred Stock and Warrant Purchase Agreement, dated February 14, 2014, by and among the Corporation and the Investors referenced therein (the “Agreement”). Capitalized terms used in this Amendment without definition shall have the same meaning as set forth in the Agreement unless otherwise indicated.

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