EXHIBIT 10.15
SUPPLEMENTAL AGREEMENT
TO
SERIES D SENIOR PARTICIPATING CONVERTIBLE
REDEEMABLE PREFERRED STOCK PURCHASE AGREEMENT
This is a Supplemental Agreement entered into by and between Art
Technology Group, Inc., a Delaware corporation (the "COMPANY") and ____________
(the "ADDITIONAL PURCHASER"), pursuant to Section 1.3(b) of the Series D Senior
Participating Convertible Redeemable Preferred Stock Purchase Agreement (the
"PURCHASE AGREEMENT"), dated as of August 18, 1998, by and among the Company and
the Purchasers referred to therein. Capitalized terms used and not otherwise
defined herein shall have the respective meanings ascribed to them in the
Purchase Agreement.
The Company and the Additional Purchaser who desires to purchase
Additional Shares and Additional Warrants (the amounts of which are specifically
set forth below), hereby agree as follows:
1. The Company will sell and the Additional Purchaser will purchase the
following Additional Shares for a purchase price of $3.20 per share of Series D
Preferred Stock and Additional Warrants for a purchase price of $0.01 per
warrant:
No. of Shares of Series D Preferred Stock: __________
No. of Vesting Warrant Shares: __________
Total purchase price: $__________
The purchase and sale of the Additional Shares and Additional Warrants
referred to above will take place at a time and place agreed upon by the Company
and the Additional Purchaser, but in any event, on or before sixty (60) days
after the date of the Purchase Agreement.
2. The Additional Shares and Additional Warrants referred to above will
be sold and purchased pursuant to the Purchase Agreement, as supplemented
hereby, and (a) such Additional Shares shall and are hereby deemed to be
"PURCHASED SHARES", such Additional Warrants shall and are hereby deemed to be
"VESTING WARRANTS" and such Additional Shares and Additional Warrants are hereby
deemed to be "PURCHASED SECURITIES" for all purposes of the Purchase Agreement,
and (b) such Common Stock issuable upon the conversion of the Additional Shares
and the exercise of the Additional Warrants shall and are hereby deemed to be
"SERIES D INVESTOR REGISTRABLE SECURITIES" for all purposes of the Registration
Rights Agreement. Without limiting the generality of the foregoing, the
Additional
Purchaser hereby represents and warrants that the representations and warranties
set forth in Section 3 of the Purchase Agreement are (and as of the closing of
the purchase and sale of such Additional Shares and Additional Warrants, will
be) true and correct with respect to the Additional Purchaser.
3. The Additional Purchaser hereby agrees to and does become (a) a
"PURCHASER" party to the Purchase Agreement, (b) a "SERIES D INVESTOR" party to
the Registration Rights Agreement and (c) a "PURCHASER" party, "STOCKHOLDER"
party [and a ["TUDOR PARTY"]/["XXXX PARTY"]](1) to the Stockholders Agreement.
4. The Additional Purchaser is a bona fide resident and domiciliary of
the State of ___________________.
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(1) Choose Tudor Party or Xxxx Party only if applicable.
This Supplemental Agreement will be effective and will become a part of
the Purchase Agreement upon due execution and delivery by each of the
undersigned.
[ADDITIONAL PURCHASER]
______________________________ Dated: ____________
Name:
Address:
ART TECHNOLOGY GROUP, INC. Dated: ____________
By: _________________________
Name:
Title:
