Convertible Preferred Stock Purchase Agreement Sample Contracts

Dicerna Pharmaceuticals Inc – Redeemable Convertible Preferred Stock Purchase Agreement Among Dicerna Pharmaceuticals, Inc. And the Investors Named Herein Dated as of March 30, 2017 (March 30th, 2017)

This REDEEMABLE CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this Agreement) is made and entered into this 30th day of March, 2017 by and among Dicerna Pharmaceuticals, Inc., a Delaware corporation (the Company), and the Persons named on the signature pages hereto under the heading Investors (the Investors). Certain terms used and not otherwise defined in the text of this Agreement are defined in Section 9 hereof.

Series Seed Convertible Preferred Stock Purchase Agreement (February 9th, 2016)

This Series Seed Convertible Preferred Stock Purchase Agreement (the "Agreement") is made and entered into as of December 28, 2015, by and among Sift Media, Inc., a Delaware corporation (the "Company"), each of those persons and entities, severally and not jointly, whose names are set forth on the Schedule of Purchasers attached hereto as Exhibit A (which persons and entities are hereinafter collectively referred to as "Financial Purchasers" and each individually as a "Financial Purchaser"), and Digital Turbine Media, Inc., a Delaware corporation (the "Licensor Purchaser", and, together with the Financial Purchasers, the "Purchasers").

Visterra, Inc. – AMENDED AND RESTATED SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT VISTERRA, INC. September 12, 2014 (December 11th, 2015)

This Amended and Restated Series B Convertible Preferred Stock Purchase Agreement dated as of September 12, 2014 (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).

Visterra, Inc. – AMENDED AND RESTATED SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT VISTERRA, INC. September 12, 2014 (November 4th, 2015)

This Amended and Restated Series B Convertible Preferred Stock Purchase Agreement dated as of September 12, 2014 (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).

CONFIDENTIAL CONVERTIBLE pREFERRED sTOCK PURCHASE AGREEMENT (November 2nd, 2015)

THIS CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this "Agreement"), dated on and as of the latest date set forth on the signature page hereto, by and between BIO-key International, Inc., a Delaware corporation (the "Company"), and the purchasers identified on the signature page hereof (each, a "Purchaser", and collectively, "Purchasers").

Pernix Group, Inc. – Series C Cumulative, Convertible Preferred Stock Purchase Agreement (July 1st, 2015)

This Series C Cumulative, Convertible Preferred Stock Purchase Agreement (Agreement) is made as of June 26, 2015 (the Effective Date), between Pernix Group, Inc., a Delaware corporation (Pernix or Seller), and Ernil Continental S.A., BVI (Buyer).

Pernix Group, Inc. – Series C Cumulative, Convertible Preferred Stock Purchase Agreement (July 1st, 2015)

This Series C Cumulative, Convertible Preferred Stock Purchase Agreement (Agreement) is made as of June 26, 2015 (the Effective Date), between Pernix Group, Inc., a Delaware corporation (Pernix or Seller), and Halbarad Group, Ltd., BVI (Buyer).

Pernix Group, Inc. – Series C Cumulative, Convertible Preferred Stock Purchase Agreement (June 16th, 2015)

This Series C Cumulative, Convertible Preferred Stock Purchase Agreement (Agreement) is made as of June 10, 2015 (the Effective Date), between Pernix Group, Inc., a Delaware corporation (Pernix or Seller), and Halbarad Group, Ltd., BVI (Buyer).

Pernix Group, Inc. – Series C Cumulative, Convertible Preferred Stock Purchase Agreement (June 16th, 2015)

This Series C Cumulative, Convertible Preferred Stock Purchase Agreement (Agreement) is made as of June 10, 2015 (the Effective Date), between Pernix Group, Inc., a Delaware corporation (Pernix or Seller), and Ernil Continental S.A., BVI (Buyer).

Collegium Pharmaceutical – COLLEGIUM PHARMACEUTICAL, INC. Series C Convertible Preferred Stock Purchase Agreement Dated as of August 27, 2013 (April 2nd, 2015)

This Series C Convertible Preferred Stock Purchase Agreement (Agreement) dated as of August 27, 2013 is entered into by and among Collegium Pharmaceutical, Inc., a Delaware corporation (the Company), the individuals and entities listed on Schedule A hereto together with any individuals and entities who become parties to this Agreement by executing and delivering a financing signature page in the form of Schedule B hereto (each a Purchaser and collectively, the Purchasers). In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:

Collegium Pharmaceutical – COLLEGIUM PHARMACEUTICAL, INC. Series D Convertible Preferred Stock Purchase Agreement Dated as of March 6, 2015 (April 2nd, 2015)

This Series D Convertible Preferred Stock Purchase Agreement (Agreement) dated as of March 6, 2015 is entered into by and among Collegium Pharmaceutical, Inc., a Virginia corporation (the Company), the individuals and entities listed on Schedule A hereto (each a Purchaser and collectively, the Purchasers). In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:

Collegium Pharmaceutical – COLLEGIUM PHARMACEUTICAL, INC. Series B Convertible Preferred Stock Purchase Agreement Dated as of February10, 2012 (April 2nd, 2015)

This Series B Convertible Preferred Stock Purchase Agreement (Agreement) dated as of February 10, 2012 is entered into by and among Collegium Pharmaceutical, Inc., a Delaware corporation (the Company), and the individuals and entities listed on Schedule A hereto (each a Purchaser and collectively, the Purchasers). In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:

Collegium Pharmaceutical – COLLEGIUM PHARMACEUTICAL, INC. Series C Convertible Preferred Stock Purchase Agreement Dated as of August 27, 2013 (March 3rd, 2015)

This Series C Convertible Preferred Stock Purchase Agreement (Agreement) dated as of August 27, 2013 is entered into by and among Collegium Pharmaceutical, Inc., a Delaware corporation (the Company), the individuals and entities listed on Schedule A hereto together with any individuals and entities who become parties to this Agreement by executing and delivering a financing signature page in the form of Schedule B hereto (each a Purchaser and collectively, the Purchasers). In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:

Collegium Pharmaceutical – COLLEGIUM PHARMACEUTICAL, INC. Series B Convertible Preferred Stock Purchase Agreement Dated as of February10, 2012 (March 3rd, 2015)

This Series B Convertible Preferred Stock Purchase Agreement (Agreement) dated as of February 10, 2012 is entered into by and among Collegium Pharmaceutical, Inc., a Delaware corporation (the Company), and the individuals and entities listed on Schedule A hereto (each a Purchaser and collectively, the Purchasers). In consideration of the mutual promises and covenants contained in this Agreement, the parties hereto agree as follows:

Series A-1 Convertible Preferred Stock Purchase Agreement (December 4th, 2014)

This SERIES A-1 CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement") is dated as of December 2, 2014 by and among Titan Energy Worldwide, Inc., a Nevada corporation (the "Company"), and PTES Acquisition Corp., a Delaware corporation (the "Purchaser").

Pioneer Power Solutions, Inc. – Series A-1 Convertible Preferred Stock Purchase Agreement (December 3rd, 2014)

This SERIES A-1 CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement") is dated as of December 2, 2014 by and among Titan Energy Worldwide, Inc., a Nevada corporation (the "Company"), and PTES Acquisition Corp., a Delaware corporation (the "Purchaser").

Cerulean Pharma Inc. – Second Series D Convertible Preferred Stock Purchase Agreement (March 10th, 2014)

This Second Series D Convertible Preferred Stock Purchase Agreement dated as of November 30, 2012 (this Agreement), is made by and among Cerulean Pharma Inc., a Delaware corporation (the Company), the persons and entities listed on Schedule 1 hereto (individually, a Purchaser and collectively, the Purchasers) and the persons and entities listed on Schedule 2 hereto (individually, a Holder and collectively, the Holders).

Pernix Group, Inc. – Series a Cumulative, Convertible Preferred Stock Purchase Agreement (December 23rd, 2013)

This Series A Cumulative, Convertible Preferred Stock Purchase Agreement (Agreement) is made as of December , 2013 (the Effective Date), between Pernix Group, Inc., a Delaware corporation (Pernix or Seller), and Halbarad Group, Ltd., BVI (Buyer).

Pernix Group, Inc. – Series a Cumulative, Convertible Preferred Stock Purchase Agreement (December 23rd, 2013)

This Series A Cumulative, Convertible Preferred Stock Purchase Agreement (Agreement) is made as of December , 2013 (the Effective Date), between Pernix Group, Inc., a Delaware corporation (Pernix or Seller), and Ernil Continental S.A., BVI (Buyer).

Post Holdings, Inc. – 3,000,000 Shares Post Holdings, Inc. 2.5% Series C Cumulative Perpetual Convertible Preferred Stock Purchase Agreement (December 16th, 2013)
American Realty Capital Propert – Convertible Preferred Stock Purchase Agreement (September 19th, 2013)

CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT, dated as of September 15, 2013, by and between American Realty Capital Properties, Inc., a Maryland corporation (the "Company"), and each investor identified on the signature pages hereto (individually, an "Investor" and collectively, the "Investors"). Unless otherwise defined, capitalized terms used in this Agreement are defined in Section 7; references to an "Exhibit" are, unless otherwise specified, to an Exhibit attached to this Agreement; references to a "Schedule" are, unless otherwise specified, to a Schedule attached to this Agreement; references to a "Section" are, unless otherwise specified, to a section of this Agreement.

American Realty Capital Propert – Convertible Preferred Stock Purchase Agreement (June 5th, 2013)

CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT dated as of June 4, 2013 by and between American Realty Capital Properties, Inc., a Maryland corporation (the "Company"), and each investor identified on the signature pages hereto (individually, an "Investor" and collectively, the "Investors"). Unless otherwise defined, capitalized terms used in this Agreement are defined in Section 7; references to an "Exhibit" are, unless otherwise specified, to an Exhibit attached to this Agreement; references to a "Schedule" are, unless otherwise specified, to a Schedule attached to this Agreement; references to a "Section" are, unless otherwise specified, to a section of this Agreement. In consideration of the mutual covenants and agreements set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Company and the Investors respectively agree, as follows:

American Cannabis Company, Inc. – Series H Convertible Preferred Stock Purchase Agreement (March 28th, 2013)

THIS SERIES H CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (this "Agreement") is made and entered into as of __________, 2013, by and among NatureWell Incorporated, a Delaware corporation, and its subsidiaries, successors in interest to NatureWell Incorporated and its subsidiaries (collectively, the "Company"), and the Investors listed on Exhibit A attached hereto (who shall execute this Agreement and who are collectively referred to as the "Investors", together with the Company, sometimes referred to as the "Parties").

Bioject Medical Technologies Inc. – Bioject Medical Technologies Inc. Series H Convertible Preferred Stock Purchase Agreement (January 30th, 2013)

This Purchase Agreement (this Agreement) is made and entered into as of January 24, 2013, by and among Bioject Medical Technologies Inc., an Oregon corporation (the Company), and the investors whose names and addresses are set forth on the signature page hereto (individually, a Purchaser and, collectively, the Purchasers).

Parallax Health Sciences, Inc. – CONVERTIBLE PREFERRED PURCHASE AGREEMENT This Convertible Preferred Stock Purchase Agreement Dated June 17, 2011 Is by and Between: Hamburg Investment Company, LLC (The "Purchaser") Parallax Diagnostics, Inc (The "Company" or "PRLX") (November 15th, 2012)

WHEREAS, Parallax Diagnostics, Inc. ("PRLX" "Seller") a Nevada corporation at 2 Canal Park, 5th Floor Cambridge, MA 02141 is authorized to sell one hundred thousand (100,000) shares of Convertible Preferred stock ("Preferred") of Parallax Diagnostics, Inc; and

TriStar Wellness Solutions – Series D Convertible Preferred Stock Purchase Agreement (July 2nd, 2012)

This Series D Convertible Preferred Stock Purchase Agreement (this Agreement) is made and entered into effective as of the 29th day of June, 2012 (the Effective Date) by and between Biopack Environmental Solutions, Inc., a Nevada corporation (the Company), and Rockland Group, LLC, a Texas limited liability company (the Purchaser). The Company and Purchaser shall each be referred to as a Party and collectively as the Parties.

International Stem Cell CORP – Series G Convertible Preferred Stock Purchase Agreement (March 15th, 2012)

THIS SERIES G CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the Agreement) is made as of the Ninth day of March 2012 by and between International Stem Cell Corporation, a Delaware corporation (the Company) and AR Partners, LLC, a Delaware limited liability company (the Purchaser).

Radius Health, Inc. – Series A-1 Convertible Preferred Stock Purchase Agreement (November 7th, 2011)

THIS AGREEMENT, dated this 25th day of April, 2011 is entered into by and among Radius Health, Inc., a Delaware corporation (the Corporation), the persons listed on Schedule I attached hereto (the Investors, and each individually, an Investor).

Radius Health, Inc. – Series A-1 Convertible Preferred Stock Purchase Agreement (October 24th, 2011)

THIS AGREEMENT, dated this 25th day of April, 2011 is entered into by and among Radius Health, Inc., a Delaware corporation (the Corporation), the persons listed on Schedule I attached hereto (the Investors, and each individually, an Investor).

Radius Health, Inc. – Series A-1 Convertible Preferred Stock Purchase Agreement (September 30th, 2011)

THIS AGREEMENT, dated this 25th day of April, 2011 is entered into by and among Radius Health, Inc., a Delaware corporation (the Corporation), the persons listed on Schedule I attached hereto (the Investors, and each individually, an Investor).

Pernix Group, Inc. – Series B Cumulative, Convertible Preferred Stock Purchase Agreement Amendment (August 12th, 2011)

The Parties agree that the Stock Purchase Agreement between Pernix and Halbard, originally having been created on July 30, 2010, is amended as of June 30, 2011. Paragraph 6 of the Certificate of Designation (Exhibit 1) titled Conversion subsection A titled General is amended to read as follows.

Pernix Group, Inc. – Series B Cumulative, Convertible Preferred Stock Purchase Agreement Amendment (August 12th, 2011)

The Parties agree that the Stock Purchase Agreement between Pernix and Ernil, originally having been created on July 30, 2010, is amended as of June 30, 2011. Paragraph 6 of the Certificate of Designation (Exhibit 1) titled Conversion subsection A titled General is amended to read as follows.

Exa Corporation – Exa Corporation Series E Convertible Preferred Stock Purchase Agreement (August 3rd, 2011)

This SERIES E CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the Agreement) is made this 28th day of January, 1998 by and among Exa Corporation, a Massachusetts corporation (the Company), and Boston Capital Ventures III, Limited Partnership, Associated Group, Inc., Edelson Technology Partners, Itochu Techno-Science Corporation, John William Poduska and Kings Point Holdings, Inc. (the Investors).

Exa Corporation – Exa Corporation Series F Convertible Preferred Stock Purchase Agreement (August 3rd, 2011)

This SERIES F CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT (the Agreement) is made this 28th day of January, 1998 by and among Exa Corporation, a Massachusetts corporation (the Company), and Ford Motor Company, a Delaware corporation (the Investor).

Carbon Natural Gas Co – CARBON NATURAL GAS COMPANY One Hundred Shares of Series a Convertible Preferred Stock PURCHASE AGREEMENT (July 6th, 2011)

This Agreement will confirm the arrangement between Carbon Natural Gas Company, a Delaware corporation (the Company), with its principal offices at 1700 Broadway, Suite 2020, Denver, Colorado 80290, and the purchaser whose name and address are set forth on the signature pages hereof (the Purchaser), relating to the issuance and sale by the Company to the Purchaser of one hundred (100) shares of its Series A Convertible Preferred Stock, par value $0.01 per share (the Preferred Securities) on the terms, conditions and other provisions contained in this Agreement and in the Certificate of Designation (as such term is defined below). In accordance with the terms of the Amended and Restated Certificate of Designation of Relative Rights and Preferences of the Series A Convertible Preferred Stock filed with the Delaware Secretary of State (the Certificate of Designation) on June 27, 2011, the Preferred Securities will convert automatically into shares of the Companys common stock, par value