Series D Preferred Stock Purchase Agreement Sample Contracts

Neothetics, Inc. – FIRST AMENDMENT TO SERIES D PREFERRED STOCK PURCHASE AGREEMENT (November 15th, 2017)

This FIRST AMENDMENT TO SERIES D PREFERRED STOCK PURCHASE AGREEMENT (this “Amendment”) is made and entered into as of July 28, 2017, by and among Evofem Biosciences, Inc. (f/k/a Evofem Holdings, Inc.), a Delaware corporation (the “Company”) and Woodford Investment Management Limited, as agent for and on behalf of each of Woodford Patient Capital Trust Plc, CF Woodford Equity Income Fund, a sub fund of CF Woodford Investment Fund, and Omnis Income & Growth Fund, a sub fund of Omnis Portfolio Investments ICVC (“WIM”), and amends that certain Series D Preferred Stock Purchase Agreement (as amended, the “Purchase Agreement”), dated as of July 13, 2016, by and between the Company and WIM. The Company and WIM are sometimes referred to herein together as the “Parties.”

Neothetics, Inc. – SERIES D PREFERRED STOCK PURCHASE AGREEMENT (November 15th, 2017)

THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of July 13, 2016, by and between Evofem Holdings, Inc., a Delaware corporation (the “Company”), and the persons or entities named on the Schedule of Purchasers attached hereto as Exhibit A (each, a “Purchaser,” and collectively, the “Purchasers”).

Seres Therapeutics, Inc. – SERIES D PREFERRED STOCK PURCHASE AGREEMENT (May 27th, 2015)

THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT is made as of the 19th day of December, 2014 by and between Seres Health, Inc., a Delaware corporation (the “Company”), and Nestlé Health Science US Holdings, Inc., a Delaware corporation (the “Purchaser”).

You on Demand Holdings, Inc. – AMENDMENT NO. 1 TO SERIES D PREFERRED STOCK PURCHASE AGREEMENT (November 8th, 2013)

This AMENDMENT No. 1 to Series D Preferred Stock Purchase Agreement, dated as of November 4, 2013 (this “Amendment”), amends the Series D Preferred Stock Purchase Agreement, dated as of July 5, 2013, (the “Original Series D SPA,” and together with this Amendment, the “Series D SPA,” as may be hereinafter supplemented, amended or restated), between YOU ON DEMAND HOLDINGS, INC., a Nevada corporation (the “Company”), and C MEDIA LIMITED (the “Purchaser”), and the exhibits thereto referenced in this Amendment.

You on Demand Holdings, Inc. – SERIES D PREFERRED STOCK PURCHASE AGREEMENT BY AND BETWEEN YOU ON DEMAND HOLDINGS, INC., AND C MEDIA LIMITED DATED: July 5, 2013 (July 11th, 2013)

SERIES D PREFERRED STOCK PURCHASE AGREEMENT, dated as of July 5, 2013 (as the same may be amended, supplemented or modified in accordance with the terms hereof, this “Agreement”), by and between YOU On Demand Holdings, Inc., a Nevada corporation (the “Company”) and C Media Limited (the “Purchaser”).

Regado Biosciences Inc – REGADO BIOSCIENCES, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT (April 29th, 2013)

This SERIES D PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of the 17th day of December, 2009, by and among Regado Biosciences, Inc., a Delaware corporation (the “Company”), and the purchasers or noteholders listed on Schedule A hereto (each, an “Investor” and collectively, the “Investors”).

Regado Biosciences Inc – AMENDMENT NO. 1 TO SERIES D PREFERRED STOCK PURCHASE AGREEMENT (April 29th, 2013)

THIS AMENDMENT NO. 1 TO THE SERIES D PREFERRED STOCK PURCHASE AGREEMENT (the “Amendment”) is made as of the 25th day of May, 2011, by and among Regado Biosciences, Inc., a Delaware corporation (the “Company”), and the holders of at least a majority of the Common Stock issuable or issued upon conversion of the outstanding shares of Series D Preferred (each an “Investor” and collectively, the “Investors”). This Amendment amends the Series D Preferred Stock Purchase Agreement, dated as of December 17, 2009, by and among the Company and the Investors (the “2009 Agreement”) as set forth herein. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the 2009 Agreement.

Regado Biosciences Inc – REGADO BIOSCIENCES, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT (April 10th, 2013)

This SERIES D PREFERRED STOCK PURCHASE AGREEMENT (the “Agreement”) is made as of the 17th day of December, 2009, by and among Regado Biosciences, Inc., a Delaware corporation (the “Company”), and the purchasers or noteholders listed on Schedule A hereto (each, an “Investor” and collectively, the “Investors”).

Regado Biosciences Inc – AMENDMENT NO. 1 TO SERIES D PREFERRED STOCK PURCHASE AGREEMENT (April 10th, 2013)

THIS AMENDMENT NO. 1 TO THE SERIES D PREFERRED STOCK PURCHASE AGREEMENT (the “Amendment”) is made as of the 25th day of May, 2011, by and among Regado Biosciences, Inc., a Delaware corporation (the “Company”), and the holders of at least a majority of the Common Stock issuable or issued upon conversion of the outstanding shares of Series D Preferred (each an “Investor” and collectively, the “Investors”). This Amendment amends the Series D Preferred Stock Purchase Agreement, dated as of December 17, 2009, by and among the Company and the Investors (the “2009 Agreement”) as set forth herein. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to them in the 2009 Agreement.

LendingClub Corp – LENDINGCLUB CORPORATION SERIES D PREFERRED STOCK PURCHASE AGREEMENT JULY 28, 2011 (August 3rd, 2011)

This Series D Preferred Stock Purchase Agreement (this “Agreement”) is made and entered into as of July 28, 2011, by and among LendingClub Corporation, a Delaware corporation (the “Company”), and 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 “Purchasers” and each individually as a “Purchaser”).

Homeaway Inc – HOMEAWAY, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT October 23, 2008 (April 14th, 2011)

This Series D Preferred Stock Purchase Agreement (this “Agreement”) is made as of October 23, 2008 by and among HomeAway, Inc., a Delaware corporation formerly known as WVR Group, Inc. (the “Company”), and the individuals and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached to this Agreement as Schedule A (the “Schedule of Investors”).

Amyris, Inc. – AMYRIS, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT (June 23rd, 2010)

THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of June 21, 2010, by and among Amyris, Inc., a Delaware corporation (the “Company”), and the investor listed on Schedule A hereto, which investor is herein referred to as the “Investor”.

Xstream Systems Inc – SERIES D PREFERRED STOCK PURCHASE AGREEMENT Dated as of August 27, 2009 by and among XStream Systems, Inc. and the Investors named herein (December 31st, 2009)

SERIES D PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of August 27, 2009, by and among XStream Systems, Inc., a Delaware corporation (the “Company”), and each of the Investors listed on Appendix I hereto (collectively, the “Investors”).

Xstream Systems Inc – SERIES D PREFERRED STOCK PURCHASE AGREEMENT Dated as of August 27, 2009 by and among XStream Systems, Inc. and the Investors named herein (November 12th, 2009)

SERIES D PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of August 27, 2009, by and among XStream Systems, Inc., a Delaware corporation (the “Company”), and each of the Investors listed on Appendix I hereto (collectively, the “Investors”).

Merriman Curhan Ford Group, Inc. – MERRIMAN CURHAN FORD GROUP, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT August [__], 2009 (September 2nd, 2009)

This Series D Preferred Stock Purchase Agreement (this “Agreement”) is made as of August [___], 2009, by and among Merriman Curhan Ford Group, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Investors”).

International Stem Cell CORP – SERIES D PREFERRED STOCK PURCHASE AGREEMENT (January 5th, 2009)

THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT is made as of the 30th day of December 2008 by and among International Stem Cell Corporation, a Delaware corporation (the "Company"), the investors listed on Exhibit A attached to this Agreement (each a "Purchaser" and together the "Purchasers").

Bioform Medical Inc – SERIES D PREFERRED STOCK PURCHASE AGREEMENT (October 15th, 2007)

This Series D Preferred Stock Purchase Agreement (this “Agreement”) is made as of June 28, 2006, by and among BioForm Medical, Inc., a Delaware corporation (the “Company”), and the persons and entities (each, an “Investor” and collectively, the “Investors”) listed on the Schedule of Investors attached hereto as Exhibit A (the “Schedule of Investors”).

SuccessFactors, Inc. – SUCCESS ACQUISITION CORPORATION SERIES D PREFERRED STOCK PURCHASE AGREEMENT February 11, 2005 (July 20th, 2007)

This Series D Preferred Stock Purchase Agreement (this “Agreement”) is made as of February 11, 2005, by and among Success Acquisition Corporation, a Delaware corporation (the “Company”) and the purchasers of the Company’s Series D Preferred Stock listed on Exhibit A, hereto who are signatories to this Agreement (the “Purchasers”).

Glu Mobile Inc – SORRENT, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT April 25, 2005 (January 22nd, 2007)

THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT (this “Agreement”) is made as of April 25, 2005, by and among Sorrent, Inc., a California corporation (the “Company”), and the purchasers of the Company’s Series D Preferred Stock (individually, the “Purchaser” and collectively, the “Purchasers”) identified on the Schedule of Purchasers attached hereto as Exhibit A (the “Schedule of Purchasers”).

Veraz Networks, Inc. – VERAZ NETWORKS, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT FIRST CLOSING: DECEMBER 19, 2006 SECOND CLOSING: JANUARY 11, 2007 (January 22nd, 2007)
Opticare Health Systems Inc – SERIES D PREFERRED STOCK PURCHASE AGREEMENT (April 1st, 2005)
Jamdat Mobile Inc – JAMDAT MOBILE INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT October 24, 2003 (July 2nd, 2004)

This SERIES D PREFERRED STOCK PURCHASE AGREEMENT (this "Agreement") is entered into as of October 24, 2003 by and among JAMDAT Mobile Inc., a Delaware corporation (the "Company"), and the Investors listed on Schedule 1 hereto (collectively, the "Investors" and each individually, an "Investor").

Epicor Software Corp – EPICOR SOFTWARE CORPORATION SERIES D PREFERRED STOCK PURCHASE AGREEMENT February 11, 2003 (February 18th, 2003)

THIS AGREEMENT (“Agreement”) is made as of the 11th day of February, 2003 (the “Effective Date”), by and among EPICOR SOFTWARE CORPORATION, a Delaware corporation with its principal place of business at 195 Technology Drive, Irvine, California 92718, (the “Company”) and each of those persons and entities, severally and not jointly, listed as a Purchaser on the Schedule of Purchasers attached as Exhibit A hereto (each, a “Purchaser” and collectively, the “Purchasers”).

Derby Cycle Corp – SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE DERBY CYCLE CORPORATION _______________________________ ARTICLE ONE The name of the Corporation is The Derby Cycle Corporation. ARTICLE TWO The address of the Corporation's registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle 19801. The name of its registered agent at such address is the Corporation Trust Company. ARTICLE THREE The nature of the business or purposes to be conducted or promoted is to engage in any lawful act or activity for which (November 15th, 2000)
Lyon Investments B V – SECOND AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF THE DERBY CYCLE CORPORATION _______________________________ ARTICLE ONE The name of the Corporation is The Derby Cycle Corporation. ARTICLE TWO The address of the Corporation's registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, in the City of Wilmington, County of New Castle 19801. The name of its registered agent at such address is the Corporation Trust Company. ARTICLE THREE The nature of the business or purposes to be conducted or promoted is to engage in any lawful act or activity for which (November 15th, 2000)
I Storm Inc – I-STORM, INC. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") dated as of________, 2000 between i Visionary Ventures, LLC, a Delaware limited liability company ("iVisionary") and I-STORM, INC., a Nevada corporation (the "Company"). RECITALS WHEREAS, the Company proposes to sell and issue up to 40,816 shares of its Series D Cumulative Convertible Preferred Stock (the "Series D Preferred Stock") pursuant to that certain Series D Preferred Stock Purchase Agreement of even date herewith (the "Purchase Agreement"); and WHEREAS, as a condition of entering into the (September 28th, 2000)
I Storm Inc – FORM I-STORM, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement") is entered into as of________, 2000, by and between I-Storm, Inc., a Nevada corporation (the "Company") and iVisionary Ventures, LLC, a Delaware Limited Liability Company (hereinafter referred to as "iVisionary Ventures"). RECITALS WHEREAS, the Company has authorized the sale and issuance of up to 500,000 shares of its Series D Cumulative Convertible Preferred Stock (the "Shares" or "Series D Preferred Stock"); WHEREAS, iVisionary Ventures desires to purchase a port (September 28th, 2000)
I Storm Inc – FORM I-STORM, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement") is entered into as of________, 2000, by and between I-Storm, Inc., a Nevada corporation (the "Company") and iVisionary Ventures, LLC, a Delaware Limited Liability Company (hereinafter referred to as "iVisionary Ventures"). RECITALS WHEREAS, the Company has authorized the sale and issuance of up to 500,000 shares of its Series D Cumulative Convertible Preferred Stock (the "Shares" or "Series D Preferred Stock"); WHEREAS, iVisionary Ventures desires to purchase a port (September 26th, 2000)
I Storm Inc – I-STORM, INC. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") dated as of________, 2000 between i Visionary Ventures, LLC, a Delaware limited liability company ("iVisionary") and I-STORM, INC., a Nevada corporation (the "Company"). RECITALS WHEREAS, the Company proposes to sell and issue up to 40,816 shares of its Series D Cumulative Convertible Preferred Stock (the "Series D Preferred Stock") pursuant to that certain Series D Preferred Stock Purchase Agreement of even date herewith (the "Purchase Agreement"); and WHEREAS, as a condition of entering into the (September 26th, 2000)
Avantgo Inc – -5- --------------------------------------------------------------------------- ---------------------------------- Sun Microsystems RSA Data Security, Inc. Bombardier Software ----------------------------------------------------------- -------------------------------------------------- ODOT Norton Healthcare Software House International -------------------------------------------------- ----------------------------------------------------------- Lucent Technologies Legislative Management IMS Health --------------------------------------------- ------------------------------------------------------ (September 20th, 2000)
Elitra Pharmaceuticals Inc – ELITRA PHARMACEUTICALS INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT (September 5th, 2000)

TABLE OF CONTENTS PAGE 1. AGREEMENT TO SELL AND PURCHASE...........................................................................1 1.1 Authorization of Shares.........................................................................1 1.2 Issuance of Shares..............................................................................1 2. CLOSING, DELIVERY AND PAYMENT............................................................................1 2.1 Closing.........................................................................................1 2.2 Delivery........................................................................................2 3. REPRESENTATIONS AND WARRANTIES OF THE COMPANY............................................................2 3.1 Organization, Good Standing

I Storm Inc – I-STORM, INC. REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (the "Agreement") dated as of June 30, 2000 between PURCHASE PRO, COM, INC., a Nevada corporation ("PurchasePro") and I-STORM, INC., a Nevada corporation (the "Company"). RECITALS WHEREAS, the Company proposes to sell and issue up to 81,633 shares of its Series D Cumulative Convertible Preferred Stock (the "Series D Preferred Stock") pursuant to that certain Series D Preferred Stock Purchase Agreement of even date herewith (the "Purchase Agreement"); and WHEREAS, as a condition of entering into the Purchase Agreemen (July 31st, 2000)
I Storm Inc – I-STORM, INC. SERIES D PREFERRED STOCK PURCHASE AGREEMENT THIS SERIES D PREFERRED STOCK PURCHASE AGREEMENT (the "Agreement") is entered into as of ________ 2000, by and between I-Storm, Inc., a Nevada corporation (the "Company") and PurchasePro.com, Inc., a Nevada corporation (hereinafter referred to as "PurchasePro"). RECITALS WHEREAS, the Company has authorized the sale and issuance of up to 500,000 shares of its Series D Cumulative Convertible Preferred Stock (the "Shares" or "Series D Preferred Stock"); WHEREAS, PurchasePro desires to purchase a portion of the Shares on the terms and condi (July 31st, 2000)
Argonaut Technologies Inc – SERIES D PREFERRED STOCK PURCHASE AGREEMENT (May 18th, 2000)
Internetconnect Inc – SERIES D PREFERRED STOCK PURCHASE AGREEMENT (April 27th, 2000)