Authorization of Series B Preferred Stock. To the extent that any Notes remain outstanding as of June 30, 2015, the Company agrees to, at the election of and upon request by the Purchasers holding at least a majority (50%) of the principal amount of the then-outstanding Notes, promptly use its best efforts to solicit approval by its Board of Directors and stockholders and to take such other actions reasonably necessary to amend its Restated Charter (as may be amended or restated from time to time) to authorize sufficient shares of Series B Preferred Stock to provide for the conversion of such Notes into shares of Series B Preferred Stock, pursuant to Section 2(a) of the Notes. The parties have executed this Convertible Note Purchase Agreement as of the date first written above. COMPANY: CARBYLAN THERAPEUTICS, INC. By: /s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: President & Chief Executive Officer Address: 0000 Xxxxxx Xxxxx Palo Alto, CA 94304 The parties have executed this Convertible Note Purchase Agreement as of the date first written above. PURCHASER: VIVO VENTURES FUND VI, L.P. By: Vivo Ventures VI, LLC, its General Partner By: /s/ Xxxxxx Xxx Name: Xxxxxx Xxx, M.D., Ph.D. Title: Managing Member VIVO VENTURES VI AFFILIATES FUND, L.P. By: Vivo Ventures VI, LLC, its General Partner By: /s/ Xxxxxx Xxx Name: Xxxxxx Xxx, M.D., Ph.D. Title: Managing Member The parties have executed this Convertible Note Purchase Agreement as of the date first written above. PURCHASER: INTERWEST PARTNERS IX, LP By: InterWest Management Partners IX, LLC, its General Partner By: /s/ Xxxxxxx X. Xxxxxx Name: Xxxxxxx X. Xxxxxx Title: The parties have executed this Convertible Note Purchase Agreement as of the date first written above. PURCHASER: ACP IV, L.P. By: ACMP IV, LLC, its General Partner By: /s/ Guy Xxxx Xxxxx Name: Guy Xxxx Xxxxx Title: Exhibit A – Schedule of Purchasers Exhibit B – Form of Convertible Promissory Note EXHIBIT A SCHEDULE OF PURCHASERS SEPTEMBER 29, 2014 Purchaser Note Purchase Price Vivo Ventures Fund VI, L.P. $1,513,688.51 Vivo Ventures VI Affiliates Fund, L.P. $11,089.29 InterWest Partners IX, L.P $1,819,567.91 ACP IV, L.P. $1,655,654.29 TOTALS: $5,000,000.00 EXHIBIT B FORM OF CONVERTIBLE PROMISSORY NOTE THE INDEBTEDNESS AND SECURITIES EVIDENCED HEREBY ARE SUBORDINATED TO THE INDEBTEDNESS AND OBLIGATIONS OWED BY THE COMPANY PURSUANT TO THAT CERTAIN LOAN AND SECURITY AGREEMENT DATED AS OF OCTOBER 26, 2011 BETWEEN SILICON VALLEY BANK AND THE COMPANY, AS AMENDED, MODIFIED, SUPPLEMENTED OR RESTATED FROM ...
Authorization of Series B Preferred Stock. The Company shall deliver to the Purchaser a certified copy of the Certificate of Designation for the Series B Preferred Stock, and as executed and filed with the Nevada Secretary of State. The Company shall also deliver to the Purchaser a certified copy of resolutions duly adopted by the Board of Directors ratifying, authorizing and approving the issuance, sale and delivery of the Shares to the Purchaser pursuant to this Agreement and the establishment of the reserve for issuance of the Preferred Stock Conversion Shares.
Authorization of Series B Preferred Stock. CCA represents that all shares of Series B Preferred Stock that shall be issuable pursuant to this Agreement and in accordance with the Series B Preferred Stock Designation, have been duly authorized and are reserved for issuance and, when issued, shall be validly issued, fully paid, and nonassessable.
Authorization of Series B Preferred Stock. Simultaneously with the First Closing Date, the Board of Directors of the Company shall amend the Company’s certificate of incorporation to authorize the creation of the Series B Preferred Stock with the designations, rights and preferences set forth in the Series B Certificate of Designation attached hereto as Exhibit A.
Authorization of Series B Preferred Stock. The Company shall authorize the number of shares of Series B Convertible Preferred Stock, $.001 par value per share (the "SERIES B PREFERRED STOCK"), as provided herein, which shall be entitled to the preferences, rights and benefits set forth in the Company's Statement of Resolution Establishing a Series of Shares, which has been filed with the Secretary of State of the State of Texas in the form set forth in EXHIBIT A attached hereto (the "STATEMENT OF RESOLUTION"). The Series B Preferred Stock shall be convertible into shares of the Company's common stock, $.001 par value per share (the "COMMON STOCK"), as set forth in the Statement of Resolution.
Authorization of Series B Preferred Stock. On or before the Closing ----------------------------------------- Date, the Company will have authorized the sale and issuance to the Investor of (a) 2,000,000 shares of its Series B Preferred Stock (the "Series B Preferred"), having the rights, preferences, privileges and restrictions set forth in the Company's Amended and Restated Certificate of Incorporation in the form attached hereto as Exhibit A (the "Restated Certificate"). ---------
Authorization of Series B Preferred Stock. The Company has authorized the sale and issuance of up to 25,000,000 shares of its Series B Convertible Preferred Stock, $0.001 par value (the "Series B Preferred"), having the rights, preferences, privileges and restrictions as set forth in the Certificate of Designation of Preferences, Rights and Limitations Of Series B Convertible Preferred Stock, the form of which is attached hereto as Exhibit A (the "Certificate of Designation").
Authorization of Series B Preferred Stock. On or before the First Closing Date (as defined below), the Company shall adopt and file with the office of the Secretary of State of the State of Delaware the Second Amended and Restated Certificate of Incorporation of the Company in the form attached hereto as Exhibit B (the “Restated Certificate”).
Authorization of Series B Preferred Stock. The Company has adopted and filed with the Secretary of State of the State of Oregon the Certificate of Designation, as amended, setting forth the rights, privileges and preferences of the Series B Preferred Stock (the "Amendment"). The Company has authorized the issuance and sale of up to 2,750,000 shares of Series B Preferred Stock, no par value (the "Series B Preferred Stock"), of which up to 500,000 shares are being offered in this offering (the "Offering"). A total of 2,250,000 shares of Series B Preferred Stock were previously issued by the Company on April 8, 2005 and remain outstanding.
Authorization of Series B Preferred Stock. (i) Upon the filing of the Amended Articles of Incorporation, there shall be authorized the Series B Preferred Stock described in Section 5.b hereof (shares thereof being convertible on a share-for-share basis for Common Shares in one year as described in Section 5.b).
