Section Headings and References. The section headings are for the convenience of the parties and in no way alter, modify, amend, limit or restrict the contractual obligations of the parties. Any reference in this agreement to a particular section or subsection shall refer to a section or subsection of this Agreement, unless specified otherwise.
Section Headings and References. The Section headings in this Agreement are for convenience only; they form no part of this Agreement and shall not affect its interpretation. Unless otherwise stated specifically, references herein to Sections shall be to Sections of this Agreement.
Section Headings and References. The section headings are for the convenience of the parties and in no way alter, modify, amend, limit or restrict the contractual obligations of the parties. Any reference in this agreement to a particular section or subsection shall refer to a section or subsection of this Agreement, unless specified otherwise. Executed as of the date first written above. COMPANY: AVEO PHARMACEUTICALS, INC. By: Name: Xxxx Xx-Xxxx Title: President and Chief Executive Officer PURCHASERS: [Signature Pages Follow] Exhibit A List of Purchasers and Shares Purchased Initial Purchasers Name and Address of Initial Purchasers No. of Shares of Series E Preferred Aggregate Purchase Price Biogen Idec Inc. 00 Xxxxxxxxx Xxxxxx Xxxxxxxxx, XX 00000 Attn: General Counsel With a copy to: Xxxxxxx XxXxxxxxx LLP Xxx Xxxxxxx Xxxxxx Xxxxxx, XX 00000 Attn: Xxxxxxx X. Xxxxxxx 7,500,000 $ 30,000,000.00 Total: 7,500,000 $ 30,000,000.00 Additional Purchasers Name and Address of Additional Purchasers No. of Shares of Series E Preferred Aggregate Purchase Price EXHIBIT B-1 Investment Financing Signature Page By execution and delivery of this signature page, the undersigned hereby agrees to become a Purchaser, as defined in that certain Series E Convertible Preferred Stock Purchase Agreement (the “Purchase Agreement”) by and among AVEO Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and the Purchasers (as defined in the Purchase Agreement), dated as of March , 2009, acknowledges having read the representations in the Purchase Agreement section entitled “Representations of the Purchasers,” and hereby represents that the statements contained therein are true and correct with respect to the undersigned as a Purchaser. The undersigned further hereby agrees to be bound by the terms and conditions of (i) the Purchase Agreement as a “Purchaser” thereunder, (ii) the Stockholders’ Voting Agreement (as defined in the Purchase Agreement) as a “Purchaser” thereunder, (iii) the Investor Rights Agreement (as defined in the Purchase Agreement) as a “Purchaser” thereunder and (iv) the Co-Sale Agreement (as defined in the Purchase Agreement) as a “Purchaser” thereunder, and authorizes this signature page to be attached to the Purchase Agreement, the Stockholders’ Voting Agreement, the Investor Rights Agreement and the Co-Sale Agreement, or counterparts thereof. Executed, in counterpart, as of the date set forth below. PURCHASER: By: Title: Date: Contact Person: Telephone No.: Telecopy No.: Email Address: ...
Section Headings and References. The section headings are for the convenience of the parties and in no way alter, modify, amend, limit or restrict the contractual obligations of the parties. Any reference in this agreement to a particular section or subsection shall refer to a section or subsection of this Agreement, unless specified otherwise. Executed as of the date first written above. COMPANY: CONSTELLATION PHARMACEUTICALS, INC. By: /s/ Xxxxx Xxxxxxxxx Name: Xxxxx Xxxxxxxxx Title: President and Chief Executive Officer [Signature Page to Fifth Amended and Restated Investor Rights Agreement] PURCHASERS: S.R. ONE, LIMITED By: /s/ Xxxxx X. Xxxxxxxxx Name: Xxxxx X. Xxxxxxxxx, Xx., Ph.D. Title: Vice President and Partner [Signature Page to Fifth Amended and Restated Investor Rights Agreement] THIRD ROCK VENTURES, L.P. By: Third Rock Ventures GP, L.P., its general partner By: TRV GP, LLC, its general partner By: /s/ Xxxxxx Xxxxxx Name: Xxxxxx Xxxxxx Title: Partner [Signature Page to Fifth Amended and Restated Investor Rights Agreement] TOPSPIN BIOTECH FUND II, LP By: /s/ Xxx X. Xxxxxxx Name: Xxx X. Xxxxxxx Title: Managing Director TOPSPIN FUND LP By: /s/ Xxx X. Xxxxxxx Name: Xxx X. Xxxxxxx Title: Managing Director MSSB C/F XXX X XXXXXXX By: /s/ Xxx X. Xxxxxxx Name: Xxx X. Xxxxxxx Title: Managing Director THE COLUMN GROUP, LP By: The Column Group GP, LP Its: General Partner By: The Column Group, LLC Its: General Partner By: /s/ Xxxxx Xxxxxxxxxxx Name: Xxxxx Xxxxxxxxxxx Title: Chief Financial Officer PONOI CAPITAL, L.P. By: Ponoi Management, LLC Its: General Partner By: /s/ Xxxxx Xxxxxxxxxxx Name: Xxxxx Xxxxxxxxxxx Title: Chief Financial Officer THE REGENTS OF THE UNIVERSITY OF CALIFORNIA By: /s/ Xxxxxxx Xxxxx Bachher Name: Xxxxxxx Xxxxx Xxxxxxx Title: Chief Investment Officer [Signature Page to Fifth Amended and Restated Investor Rights Agreement] VENROCK ASSOCIATES V, L.P. By: Venrock Management V, LLC Its: General Partner By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Authorized Signatory VENROCK PARTNERS V, L.P. By: Venrock Partners Management V, LLC Its: General Partner By: /s/ Xxxxx X. Xxxxx Name; Xxxxx X. Xxxxx Authorized Signatory VENROCK ENTREPRENEURS FUND V, L.P. By: VEF Management V, LLC Its: General Partner By: /s/ Xxxxx X. Xxxxx Name: Xxxxx X. Xxxxx Authorized Signatory [Signature Page to Fifth Amended and Restated Investor Rights Agreement] CASDIN PARTNERS MASTER FUND LP By: /s/ Xxx Xxxxxx Name: Xxx Xxxxxx Title: Managing Partner CASDIN VENTURE OPPORTUNITIES FUND, L.P. By: Casdin Ve...
Section Headings and References. Section headings and numbers have been set forth herein for convenience only; unless the contrary is compelled by the context, everything contained in each Section applies equally to this entire Agreement.
Section Headings and References. The headings of each Section, subsection or other subdivision of this Agreement are for reference only and shall not limit or control the meaning thereof. All references to a Section are references to a Section of this Agreement, unless otherwise specified, and include all subparts thereof.
Section Headings and References. Headings at the beginning of Articles and Sections of this Agreement are solely for the convenience of the parties and are not a part of this Agreement. All references herein to specific Articles or Sections are references to the applicable Articles or Sections of this Agreement, unless otherwise indicated.
Section Headings and References. The section headings contained herein are for the convenience of the parties and in no way alter, modify, amend, limit or restrict the contractual obligations of the parties. When a reference is made in this Agreement to a Section or Exhibit, such reference is to a Section or Exhibit of or to this Agreement unless otherwise indicated. The words “hereof,” “herein,” “hereto” and “hereunder” and words of similar import, when used in this Agreement, shall refer to this Agreement as a whole and not to any particular provision of this Agreement. The terms defined in the singular has a comparable meaning when used in the plural, and vice versa. References to a Person are also to its successors and permitted assigns. References to an agreement are to such agreement as amended, restated, modified or otherwise supplemented, from time to time. The term “dollars” and “$” means United States dollars. The word “including” means “including without limitation” and the words “include” and “includes” have corresponding meanings.
Section Headings and References. The section ------------------------------- headings are for the convenience of the parties and in no way alter, modify, amend, limit or restrict the contractual obligations of the parties. Any reference in this agreement to a particular section or subsection shall refer to a section or subsection of this Agreement, unless specified otherwise. (signature page follows) Executed as of the date first written above. COMPANY: TOUCHSTONE APPLIED SCIENCE ASSOCIATES, INC. By: /s/ ANDREW L. SIMON ---------------------- Name: Andrew L. Simon Title: President xxx XXX PURCHASERS: CAMDEN PARTNERS STRATEGIC FUND III, L.P. By: Camden Partners Strategic III, LLC, its General Partner By: Camden Partners Strategic Manager, LLC, its Managing Member By: /s/ DONALD W. HUGHES ---------------------- Name: Donald W. Hughes Title: Managing Xxxxxx CAMDEN PARTNERS STRATEGIC FUND III-A, L.P. By: Camden Partners Strategic III, LLC, its General Partner By: Camden Partners Strategic Manager, LLC, its Managing Member By: /s/ DONALD W. HUGHES ----------------------- Name: Donald W. Hughes Title: Managing Xxxxxx EXHIBIT A --------- LIST OF PURCHASERS ------------------ NAME AND ADDRESS ---------------- CAMDEN PARTNERS STRATEGIC FUND III, L.P. c/o: Camden Partners Holdings LLC 500 East Pratt Street, Suite 1200 Baltimore, MD 21202 CAMDEN PXXXXXXX XXXXXXXXX XXXX III-A, L.P. c/o: Camden Partners Holdings LLC 500 East Pratt Street, Suite 1200 Baltimore, MD 21202
Section Headings and References. 41 D. Terms.....................................................41 E. Waiver....................................................41 F. Severability..............................................42 G. Counterparts..............................................42 H. Time......................................................42 I. Incorporation of Prior Agreements.........................42 J. Further Assurances........................................42 K. Attorneys' Fees...........................................42 L.
