0000912057-02-001743 Sample Contracts

PERFICIENT INC. INVESTOR RIGHTS AGREEMENT
Investor Rights Agreement • January 17th, 2002 • Perficient Inc • Services-computer programming services • Delaware

THIS INVESTOR RIGHTS AGREEMENT (the "Agreement") is entered into as of January 7, 2002, by and among Perficient, Inc., a Delaware corporation (the "Company"), and the holders of the Company's Series A Preferred Stock (the "Series A Preferred Stock") set forth on Exhibit A hereto. All of the holders of the Series A Preferred Stock shall be referred to hereinafter as the "Investors" and each individually as an "Investor."

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Contract
Perficient Inc • January 17th, 2002 • Services-computer programming services

THIS WARRANT AND THE SHARES ISSUABLE UPON THE EXERCISE OF THIS WARRANT, HAVE BEEN ACQUIRED SOLELY FOR INVESTMENT AND HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "ACT"), OR ANY STATE SECURITIES LAWS. SUCH SECURITIES MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED OR OTHERWISE TRANSFERRED IN THE ABSENCE OF SUCH REGISTRATION OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY AND ITS COUNSEL THAT SUCH SALE, OFFER, PLEDGE OR HYPOTHECATION IS EXEMPT FROM THE REGISTRATION AND PROSPECTUS DELIVERY REQUIREMENTS OF THE ACT AND OF ANY APPLICABLE STATE SECURITIES LAWS.

CONVERTIBLE PREFERRED STOCK PURCHASE AGREEMENT
Convertible Preferred Stock Purchase Agreement • January 17th, 2002 • Perficient Inc • Services-computer programming services • Delaware

THIS AGREEMENT, dated as of this 21st day of December, 2001, is entered into by and among PERFICIENT, INC., a Delaware corporation (the "Corporation"), and the persons listed on Schedule 1 attached hereto (the "Investors").

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