0001193125-16-589712 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • May 13th, 2016 • Aveo Pharmaceuticals Inc • Pharmaceutical preparations

This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 13, 2016, by and among AVEO Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).

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WARRANT AGREEMENT To Purchase Shares of Common Stock of AVEO PHARMACEUTICALS, INC. Dated as of May 13, 2016 (the “Effective Date”)
Warrant Agreement • May 13th, 2016 • Aveo Pharmaceuticals Inc • Pharmaceutical preparations • California

WHEREAS, AVEO Pharmaceuticals, Inc., a Delaware corporation (the “Company”), Hercules Capital, Inc., a Maryland corporation f/k/a Hercules Technology Growth Capital, Inc. (the “Warrantholder”) and the other lender parties thereto are parties to a certain Loan and Security Agreement, dated as of May 28, 2010, as amended by that certain Amendment No. 1 to Loan and Security Agreement, dated as of December 21, 2011, and as further amended by that certain Amendment No. 2 to Loan and Security Agreement, dated as of March 31, 2012 and that certain Amendment No. 3 to the Loan and Security Agreement dated as of September 24, 2014 (together referred to herein as the “Original Loan Agreement”);

AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • May 13th, 2016 • Aveo Pharmaceuticals Inc • Pharmaceutical preparations • California

This AMENDMENT NO. 4 TO LOAN AND SECURITY AGREEMENT (this “Amendment”), is entered into this 13th day of May, 2016 (the “Effective Date”), by and among (a) AVEO PHARMACEUTICALS, INC., a Delaware corporation (“Borrower”), (b) HERCULES CAPITAL, INC., formerly known as HERCULES TECHNOLOGY GROWTH CAPITAL, INC., a Maryland corporation in its capacity as administrative agent for itself and the Lender (as defined herein) (in such capacity, the “Agent”), and (c) (i) HERCULES TECHNOLOGY III, L.P., a Delaware limited partnership and (ii) the several banks and other financial institutions or entities from time to time parties to the Loan Agreement (as defined below) (collectively, referred to as “Lender”). Capitalized terms used herein without definition shall have the same meanings given them in the Loan Agreement (as defined below).

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • May 13th, 2016 • Aveo Pharmaceuticals Inc • Pharmaceutical preparations • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of May 13, 2016, by and among AVEO Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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