Securities Subscription Agreement Sample Contracts

Crescent Acquisition Corp – Surrender of Shares and Amendment No. 1 to the Amended and Restated Securities Subscription Agreement (February 15th, 2019)

This Surrender of Shares and Amendment No. 1 to the Amended and Restated Securities Subscription Agreement, dated January 10, 2018 (this “Agreement”), is made by and between Crescent Funding Inc., a Delaware corporation (the “Company”), and CFI Sponsor LLC, a Delaware limited liability company (the “Subscriber”).

RMG Acquisition Corp. – AMENDMENT NO. 1 TO THE SECURITIES SUBSCRIPTION AGREEMENT (January 16th, 2019)

THIS AMENDMENT NO. 1 TO THE SECURITIES SUBSCRIPTION AGREEMENT, dated as of January 16, 2019 (this “Amendment”), is entered into by and between RMG Acquisition Corp., a Delaware corporation (the “Company”), and RMG Sponsor, LLC, a Delaware limited liability company (the “Purchaser”).

Crescent Acquisition Corp – Surrender of Shares and Amendment No. 1 to the Amended and Restated Securities Subscription Agreement (November 9th, 2018)

This Surrender of Shares and Amendment No. 1 to the Amended and Restated Securities Subscription Agreement, dated January 10, 2018 (this “Agreement”), is made by and between Crescent Funding Inc., a Delaware corporation (the “Company”), and CFI Sponsor LLC, a Delaware limited liability company (the “Subscriber”).

Crescent Funding Inc. – Surrender of Shares and Amendment No. 1 to the Amended and Restated Securities Subscription Agreement (January 12th, 2018)

This Surrender of Shares and Amendment No. 1 to the Amended and Restated Securities Subscription Agreement, dated January 10, 2018 (this “Agreement”), is made by and between Crescent Funding Inc., a Delaware corporation (the “Company”), and CFI Sponsor LLC, a Delaware limited liability company (the “Subscriber”).

Lilis Energy, Inc. – SECURITIES SUBSCRIPTION AGREEMENT (March 2nd, 2017)

This SECURITIES SUBSCRIPTION AGREEMENT, dated as of February 28, 2017 (this “Agreement”), is by and among LILIS ENERGY, INC., a Nevada corporation (the “Company”), and each of the purchasers listed on Schedule A hereof (each a “Purchaser” and collectively, the “Purchasers”).

SQL Technologies Corp. – SECURITIES SUBSCRIPTION AGREEMENT (November 14th, 2016)
SunOpta Inc. – SECURITIES SUBSCRIPTION AGREEMENT OAKTREE ORGANICS, L.P. and OAKTREE HUNTINGTON INVESTMENT FUND II, L.P. and SUNOPTA INC. and SUNOPTA FOODS INC. October 7, 2016 ______________________ (October 12th, 2016)

WHEREAS the Issuer has agreed to issue to the Investors, and the Investors have agreed to purchase from the Issuer, an aggregate of 85,000 Preferred Shares (the "Purchased Preferred Shares") in accordance with the provisions hereof;

Blue Sphere Corp. – BLUE SPHERE CORPORATION SECURITIES SUBSCRIPTION AGREEMENT (July 8th, 2016)

THIS SECURITIES SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of July __, 2016, by and between Blue Sphere Corporation, a Nevada corporation (the “Company”), and the undersigned subscriber (the “Subscriber”).

Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (May 16th, 2016)
Safety Quick Lighting & Fans Corp. – FORM OF SECURITIES SUBSCRIPTION AGREEMENT to purchase shares of common stock of (April 7th, 2016)
Blue Sphere Corp. – BLUE SPHERE CORPORATION SECURITIES SUBSCRIPTION AGREEMENT (February 17th, 2016)

THIS SECURITIES SUBSCRIPTION AGREEMENT (this “Agreement”), dated as of February __, 2016, by and between Blue Sphere Corporation, a Nevada corporation (the “Company”), and the undersigned subscriber (the “Subscriber”).

Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (January 11th, 2016)
Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (January 11th, 2016)
Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (January 11th, 2016)
Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (January 11th, 2016)
Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (December 29th, 2015)
Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (December 29th, 2015)
Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (June 19th, 2015)
Safety Quick Lighting & Fans Corp. – SECURITIES SUBSCRIPTION AGREEMENT (June 19th, 2015)
Amarin Corp Plc\uk – SECURITIES SUBSCRIPTION AGREEMENT (March 30th, 2015)

This SECURITIES SUBSCRIPTION AGREEMENT, dated as of March 30, 2015 (this “Agreement”), is made by and among Amarin Corporation plc, a public limited company incorporated under the laws of England and Wales (the “Company”) and Sofinnova Venture Partners VII, L.P. (“Purchaser”).

Amarin Corp Plc\uk – SECURITIES SUBSCRIPTION AGREEMENT (March 11th, 2015)

This SECURITIES SUBSCRIPTION AGREEMENT, dated as of March 5, 2015 (this “Agreement”), is made by and among Amarin Corporation plc, a public limited company incorporated under the laws of England and Wales (the “Company”), and the Purchasers listed on Exhibit A hereto, together with their permitted transferees (each, a “Purchaser” and collectively, the “Purchasers”).

Transact Energy Corp – OFFSHORE RESTRICTED SECURITIES SUBSCRIPTION AGREEMENT (October 3rd, 2014)

This Agreement is executed in reliance upon the transaction exemption afforded by Regulation S (“Regulation S”) and/or Regulation D as promulgated by the Securities and Exchange Commission (“SEC”), under the Securities Act of 1933, as amended, (the “1933 Act”).

Transact Energy Corp – OFFSHORE RESTRICTED SECURITIES SUBSCRIPTION AGREEMENT (October 2nd, 2014)

This Agreement is executed in reliance upon the transaction exemption afforded by Regulation S (“Regulation S”) and/or Regulation D as promulgated by the Securities and Exchange Commission (“SEC”), under the Securities Act of 1933, as amended, (the “1933 Act”).

Taxus Pharmaceuticals, Inc. – TAXUS PHARMACEUTICALS, INC. INITIAL SECURITIES SUBSCRIPTION AGREEMENT DATE: MARCH 13, 2012 (July 3rd, 2012)
Taxus Pharmaceuticals, Inc. – TAXUS PHARMACEUTICALS, INC. SECURITIES SUBSCRIPTION AGREEMENT DATE: MARCH 22, 2012 (July 3rd, 2012)
Marshall Edwards Inc – SECURITIES SUBSCRIPTION AGREEMENT (December 29th, 2011)

This Securities Subscription Agreement (this “Agreement”) dated as of December 28, 2011, is by and among Marshall Edwards, Inc., a Delaware corporation (the “Company”), and Novogen Limited (the “Purchaser”).

Marshall Edwards Inc – SECURITIES SUBSCRIPTION AGREEMENT (September 29th, 2011)

This Securities Subscription Agreement (this “Agreement”) dated as of September 27, 2011, is by and among Marshall Edwards, Inc., a Delaware corporation (the “Company”) and Novogen Limited (the “Purchaser”).

Empeiria Acquisition Corp – Amendment No. 1 to Securities Subscription Agreement (June 21st, 2011)

This Amendment No. 1 (the “Amendment”) dated June 15, 2011 to that certain Securities Subscription Agreement (the “Agreement”) dated the January 24, 2011, by and between Empeiria Acquisition Corp., a Delaware corporation (the “Company”) and Empeiria Investors LLC, a Delaware limited liability company (the “Sponsor”). All capitalized terms not defined herein shall have the same meaning ascribed to them in the Agreement.

Full Throttle Indoor Kart Racing Inc – SECURITIES SUBSCRIPTION AGREEMENT (May 2nd, 2011)
Adecoagro S.A. – SECURITIES SUBSCRIPTION AGREEMENT DATED AS OF JANUARY 6, 2011 BY AND AMONG ADECOAGRO S.A. AND AL GHARRAFA INVESTMENT COMPANY (January 13th, 2011)

This Securities Subscription Agreement (this “Agreement”) is entered into as of January 6, 2011, between Adecoagro S.A., a société anonyme incorporated under the laws of Luxembourg with registered offices at 13-15 Avenue de la Liberté, L-1931 Luxembourg and registered under number Luxembourg B 153 681 (the “Company”) and Al Gharrafa Investment Company, a Cayman corporation with its registered offices at Walker House, 87 Main Street, George Town, Grand Cayman KY1-9005, Cayman Islands and registered under number 208962. (the “Investor”).

FlatWorld Acquisition Corp. – AMENDMENT NO. 3 TO SECURITIES SUBSCRIPTION AGREEMENT (December 15th, 2010)

This Amendment No. 3 (the “Amendment”) dated December 9, 2010 to that certain Securities Subscription Agreement dated July 9, 2010 as amended by Amendment No. 1 to the Securities Subscription Agreement dated October 8, 2010 and Amendment No. 2 to the Securities Subscription Agreement dated November 9, 2010 (collectively, the “Agreement”), by and between FlatWorld Acquisition Corp., a British Virgin Islands business company (the “Company”), having its principal place of business at Palm Grove House, Palm Grove Park, Road Town, Tortola, VG1110, British Virgin Islands, and FWAC Holdings Limited, a British Virgin Islands company incorporated with limited liability (the “Sponsor”), having its principal place of business at PO Box 4649, Palm Grove House, Palm Grove Park, Road Town, Tortola, VG1110, British Virgin Islands.  All capitalized terms not defined herein shall have the same meaning ascribed to them in the Agreement.

FlatWorld Acquisition Corp. – AMENDMENT NO. 2 TO SECURITIES SUBSCRIPTION AGREEMENT (November 10th, 2010)

This Amendment No. 2 (the “Amendment”) dated November 9, 2010 to that certain Securities Subscription Agreement (the “Agreement”) dated July 9, 2010 as amended by Amendment No.1 to the Securities Subscription Agreement dated October 8, 2010, each by and between FlatWorld Acquisition Corp., a British Virgin Islands business company (the “Company”), having its principal place of business at Palm Grove House, Palm Grove Park, Road Town, Tortola, VG1110, British Virgin Islands, and FWAC Holdings Limited, a British Virgin Islands company incorporated with limited liability (the “Sponsor”), having its principal place of business at PO Box 4649, Palm Grove House, Palm Grove Park, Road Town, Tortola, VG1110, British Virgin Islands.  All capitalized terms not defined herein shall have the same meaning ascribed to them in the Agreement.

FlatWorld Acquisition Corp. – AMENDMENT NO. 1 TO SECURITIES SUBSCRIPTION AGREEMENT (October 12th, 2010)

This Amendment No. 1 (the “Amendment”) dated October 8, 2010 to that certain Securities Subscription Agreement (the “Agreement”) dated July 9, 2010, by and between FlatWorld Acquisition Corp., a British Virgin Islands business company (the “Company”), having its principal place of business at Palm Grove House, Palm Grove Park, Road Town, Tortola, VG1110, British Virgin Islands, and FWAC Holdings Limited, a British Virgin Islands company incorporated with limited liability (the “Sponsor”), having its principal place of business at PO Box 4649, Palm Grove House, Palm Grove Park, Road Town, Tortola, VG1110, British Virgin Islands.  All capitalized terms not defined herein shall have the same meaning ascribed to them in the Agreement.

Full Throttle Indoor Kart Racing Corp – SECURITIES SUBSCRIPTION AGREEMENT (June 25th, 2010)
Grupo Televisa, S.A.B. – CONFIDENTIAL TREATMENT: GRUPO TELEVISA, S.A.B. HAS REQUESTED THAT THE OMITTED PORTIONS OF THIS DOCUMENT, WHICH ARE INDICATED BY ASTERISKS, BE AFFORDED CONFIDENTIAL TREATMENT PURSUANT TO RULE 24b-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934. GRUPO TELEVISA, S.A.B. HAS SEPARATELY FILED THE OMITTED PORTIONS OF THE DOCUMENT WITH THE SECURITIES AND EXCHANGE COMMISSION. INVESTMENT AND SECURITIES SUBSCRIPTION AGREEMENT by and among NII HOLDINGS, INC., COMUNICACIONES NEXTEL DE MEXICO, S.A. DE C.V., NEXTEL INTERNATIONAL (URUGUAY), LLC and GRUPO TELEVISA, S.A.B. Dated as of February 15, 2010 (June 23rd, 2010)

THIS INVESTMENT AND SECURITIES SUBSCRIPTION AGREEMENT (this “Agreement”) is entered into as of February 15, 2010 (the “Effective Date”), by and among NII HOLDINGS, INC., a Delaware corporation (“NII”), NEXTEL INTERNATIONAL (URUGUAY), LLC, a Delaware limited liability company (“Uruguay”), COMUNICACIONES NEXTEL DE MEXICO, S.A. DE C.V., a Mexican corporation (the “Company”, and collectively with NII, Uruguay and any NII Subsidiary Party, the “Company Parties”), and GRUPO TELEVISA, S.A.B., a Mexican corporation (the “Investor”, and together with any Investor Subsidiary Party, the “Investor Parties”). The Company Parties and the Investor Parties are sometimes referred to in this Agreement collectively as the “Parties” or individually as a “Party”. Unless the context otherwise requires, terms used in this Agreement that are capitalized and not otherwise defined in context will have the meanings set forth or cross-referenced in Article 12.