0001564590-19-019508 Sample Contracts

GI Dynamics, Inc. Note and Warrant Purchase Agreement
Note and Warrant Purchase Agreement • May 16th, 2019 • Gi Dynamics, Inc. • Surgical & medical instruments & apparatus • New York

This Note and Warrant Purchase Agreement (this “Agreement”) is made as of the 15th day of March, 2019 (the “Effective Date”) by and among GI Dynamics, Inc., a Delaware corporation (the “Company”), and Crystal Amber Fund Limited (the “Purchaser”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings given to them in the Note (as defined below).

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SECOND AMENDMENT TO SENIOR SECURED CONVERTIBLE PROMISSORY NOTE
Senior Secured Convertible Promissory Note • May 16th, 2019 • Gi Dynamics, Inc. • Surgical & medical instruments & apparatus • New York

This Second Amendment to Senior Secured Promissory Note by and among GI Dynamics, Inc., a Delaware corporation (the “Payor”) and Crystal Amber Fund Limited (the “Holder”) is effective as of March 29, 2019. Capitalized terms used but not defined herein have the definitions ascribed thereto in that certain Senior Secured Convertible Promissory Note issued on June 15, 2017 by the Payor to the Holder, as amended December 31, 2018 (the “Existing Note”).

SECOND AMENDMENT TO NOTE PURCHASE AGREEMENT
Note Purchase Agreement • May 16th, 2019 • Gi Dynamics, Inc. • Surgical & medical instruments & apparatus • New York

THIS SECOND AMENDMENT (the “Amendment”), dated effective as of March 29, 2019, is made to that certain Note Purchase Agreement, dated June 15, 2017, by and between GI Dynamics, Inc., a Delaware corporation (the “Company”) and Crystal Amber Fund Limited (the “Purchaser”), as amended on December 31, 2018 (collectively, the “Agreement”). Capitalized terms used herein and not otherwise defined shall have the meaning given to them in the Agreement.

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