SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 7th, 2004 • Cambridge Heart Inc • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 6, 2004, by and among Cambridge Heart, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 7th, 2004 • Cambridge Heart Inc • Electromedical & electrotherapeutic apparatus
This Registration Rights Agreement (this “Agreement”) is made and entered into as of December 6, 2004, among Cambridge Heart, Inc., a Delaware corporation (the “Company”), and the purchasers signatory hereto (each such purchaser is a “Purchaser” and all such purchasers are, collectively, the “Purchasers”).
SERIES B CONVERTIBLE PREFERRED STOCK WARRANT To Purchase Shares of Series B Convertible Preferred Stock Cambridge Heart, Inc.Security Agreement • December 7th, 2004 • Cambridge Heart Inc • Electromedical & electrotherapeutic apparatus
THIS WARRANT (the “Warrant”) certifies that, for value received, (the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on December 6, 2009 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Cambridge Heart, Inc., a Delaware corporation (the “Company”), up to shares of Preferred Stock (the “Warrant Preferred Stock”) at a purchase price of $1,100 per share (the “Warrant Exercise Price”) or Common Stock of the Company, in certain circumstances as described herein. The initial conversion price of the Warrant Preferred Stock shall be equal to $0.45, subject to adjustment hereunder (“Warrant Conversion Price”). The Warrant Preferred Stock shall be in the form of the Preferred Stock (with the same rights, privileges and preferences set forth in the Transaction Documents, i
