Convertible Preferred Stock Sample Contracts

by and between
Convertible Preferred Stock • September 23rd, 2004 • Columbus Nova Investments VIII LTD • Cable & other pay television services • New York
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PROBE MANUFACTURING INDUSTRIES, INC. SERIES B CONVERTIBLE PREFERRED STOCK
Convertible Preferred Stock • June 10th, 2005 • Probe Manufacturing Inc • Printed circuit boards • California

This Agreement is made as of December 31, 2004, by and between Probe Manufacturing Industries, Inc., a California corporation (the “Company”), and Kambiz Mahdi (the “Purchaser”).

4,000 Shares Ovid Therapeutics Inc. Series A Convertible Preferred Stock UNDERWRITING AGREEMENT
Convertible Preferred Stock • October 8th, 2019 • Ovid Therapeutics Inc. • Pharmaceutical preparations • New York
WARRANT TO PURCHASE SHARES OF SERIES A CONVERTIBLE PREFERRED STOCK
Convertible Preferred Stock • March 29th, 2006 • Mark Capital LLC • Surgical & medical instruments & apparatus • Oregon

This certifies that, for value received, MARK CAPITAL, LLC (the “Holder”) is entitled, subject to the terms set forth below, to purchase from A-Fem Medical Corporation, a Nevada corporation (the “Company”), up to 130,000 shares (as adjusted subject to the terms of Section 6) (the “Warrant Shares”) of Series A Convertible Preferred Stock, par value $0.01 per share, of the Company (“Series A Stock”), at One Dollar and 92 Cents ($1.92) per share (as adjusted subject to the terms of Section 6) (the “Exercise Price”).

PURCHASE AGREEMENT Between MEDIA 100 INC. and CCM MASTER FUND, LTD.
Convertible Preferred Stock • May 21st, 2003 • Media 100 Inc • Computer peripheral equipment, nec • Delaware

This Agreement dated as of May 14, 2003 is between Media 100 Inc., a Delaware corporation (the “Company”), and the several purchasers named in the attached Schedule I (each individually, a “Purchaser” and collectively, the “Purchasers”).

SERIES A CONVERTIBLE PREFERRED STOCK TRANSACTION AGREEMENT BY AND AMONG GUARANTY BANCORP AND THE SERIES A CONVERTIBLE PREFERRED STOCK HOLDERS NAMED HEREIN
Convertible Preferred Stock • July 29th, 2011 • Guaranty Bancorp • State commercial banks • Colorado

This SERIES A CONVERTIBLE PREFERRED STOCK TRANSACTION AGREEMENT (this “Agreement”), dated as of July 27, 2011, is by and among Guaranty Bancorp, a Delaware corporation (the “Company”), and each holder of Series A Convertible Preferred Stock listed on Annex A attached hereto and each such other holders of Series A Convertible Preferred Stock that may become a party hereto from time to time (each, a “Series A Holder” and collectively, the “Series A Holders”).

AMENDMENT AND WAIVER TO SERIES B CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT
Convertible Preferred Stock • December 30th, 2011 • Cancer Genetics, Inc • Delaware

This Amendment (this “Amendment”), dated as of December 8, 2011, by and between Cancer Genetics, Inc., a Delaware corporation (the “Company”), and (the “Purchaser”), amends that certain Series B Convertible Preferred Stock Purchase Agreement, by and between the Company and the Purchaser (the “Purchase Agreement”). To the extent not otherwise defined herein, the capitalized terms used herein shall have the meanings assigned to them in the Purchase Agreement.

SECURED PROMISSORY NOTE AND CONVERTIBLE PREFERRED STOCK
Convertible Preferred Stock • November 23rd, 2012 • Urban Ag. Corp. • Surgical & medical instruments & apparatus

This Secured Promissory Note and Convertible Preferred Stock Purchase Agreement (this "Agreement"), is made this 12th day of January, 2012, by and between (i) Urban Ag. Corp., a Delaware corporation (the "Company") and (ii) Peter S. Johnson, Esq. as Trustee of the Magliochetti Family 2009 Trust DTD 1/12/09 (the "Investor").

IRREVOCABLE AGREEMENT TO CONVERT SERIES B CONVERTIBLE PREFERRED STOCK
Convertible Preferred Stock • February 3rd, 2006 • Neorx Corp • In vitro & in vivo diagnostic substances • Washington

This Irrevocable Agreement to Convert Series B Convertible Preferred Stock (the “Agreement”) is made as of February 1, 2006 by and among NeoRx Corporation, a Washington corporation (the “Company”), the holders of shares of Series B Convertible Preferred Stock listed on Exhibit A attached hereto (individually, a “Preferred Holder” and collectively, the “Preferred Holders”) and the Purchasers (as defined below).

CERTIFICATE OF DESIGNATION OF AMARANTUS BIOSCIENCE, INC. Pursuant to Section 78.1955 of the Nevada Revised Statutes SERIES B CONVERTIBLE PREFERRED STOCK
Convertible Preferred Stock • April 4th, 2013 • Amarantus Bioscience, Inc. • Pharmaceutical preparations

On behalf of Amarantus BioScience, Inc., a Nevada corporation (the “Corporation”), the undersigned hereby certifies that the following resolution has been duly adopted by the board of directors of the Corporation (the “Board”):

AMENDMENT TO
Convertible Preferred Stock • June 17th, 2014 • Lilis Energy, Inc. • Crude petroleum & natural gas • Nevada

This Amendment (“Amendment”), made as of June 12, 2014, by and between Lilis Energy, Inc., a Nevada corporation (the “Company”), and each holder executing a signature page hereto (the “Holders”), amends that certain Certificate of Designation of Preferences, Rights and Limitations of Series A 8% Convertible Preferred Stock, dated as of May 30, 2014 (the “Certificate of Designations”).

ELEMENT 21 GOLF COMPANY SERIES A CONVERTIBLE PREFERRED STOCK EXCHANGE AGREEMENT AND ACKNOWLEDGEMENT
Convertible Preferred Stock • February 24th, 2006 • Element 21 Golf Co • Sporting & athletic goods, nec • Delaware

This Series A Convertible Preferred Stock Exchange Agreement and Acknowledgement (this “Agreement”) is entered into as of February 22, 2006, between Element 21 Golf Company, a Delaware corporation (the “Corporation”), and [Individual], an individual residing at [Address], (the “Stockholder”).

CERTIFICATE OF DESIGNATION OF CAMP NINE, INC. Pursuant to Section 78.1955 of the Nevada Revised Statutes CLASS A CONVERTIBLE PREFERRED STOCK
Convertible Preferred Stock • May 19th, 2014 • Camp Nine, Inc. • Sporting & athletic goods, nec

On behalf of CAMP NINE, Inc., a Nevada corporation (the “Corporation”), the undersigned hereby certifies that the following resolution has been duly adopted by the board of directors of the Corporation (the “Board”):

SERIES A CONVERTIBLE PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT Dated as of December 27, 2007 among NOVARAY MEDICAL, INC. and THE PURCHASERS LISTED ON EXHIBIT A
Convertible Preferred Stock • December 28th, 2007 • NovaRay Medical, Inc. • Blank checks • New York

This SERIES A CONVERTIBLE PREFERRED STOCK AND WARRANT PURCHASE AGREEMENT (the “Agreement”) is dated as of December 27, 2007 by and among NovaRay Medical, Inc., a Delaware Corporation (the “Company”), and each of the Purchasers of shares of Series A Convertible Preferred Stock and Warrants of the Company whose names are set forth on Exhibit A hereto (individually, a “Purchaser” and collectively, the “Purchasers”).

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