Kansas Sample Series B Preferred Stock Purchase Agreement This Kansas Sample Series B Preferred Stock Purchase Agreement is entered into between BirthdayExpress, Inc. (the "Company") and the Purchaser (the "Investor"). This agreement outlines the terms and conditions of the purchase of Series B Preferred Stock by the Investor. The Kansas Sample Series B Preferred Stock Purchase Agreement is designed to protect the interests of both the Company and the Investor. It establishes the rights and obligations of both parties in regard to the purchase and ownership of the preferred stock. Key terms and provisions of the Kansas Sample Series B Preferred Stock Purchase Agreement include: 1. Purchase of Preferred Stock: The Investor agrees to purchase a certain number of Series B Preferred Stock at the agreed-upon purchase price per share. 2. Purchase Price and Payment: The agreement specifies the purchase price per share and outlines the payment terms, including the timeframe within which the Investor must remit the payment. 3. Representations and Warranties: The Company provides representations and warranties regarding its legal status, authority to enter into the agreement, and the accuracy of the information provided. 4. Investor's Rights: The agreement outlines the rights granted to the Investor as a holder of Series B Preferred Stock, including voting rights, dividend preferences, liquidation preferences, and conversion rights. 5. Conditions to Closing: The conditions necessary for the completion of the stock purchase, such as obtaining necessary approvals and the absence of any material adverse changes, are outlined in this section. 6. Confidentiality: Both parties agree to maintain the confidentiality of any non-public information exchanged during the negotiation and execution of the agreement. 7. Governing Law and Jurisdiction: This section specifies that the agreement will be governed by Kansas law and any disputes will be subjected to the jurisdiction of Kansas courts. Additional types of Kansas Sample Series B Preferred Stock Purchase Agreement may include variations in the specific terms and provisions based on the unique requirements of the Company and the Investor. These variations may include different purchase prices, payment terms, or additional clauses to address specific circumstances. However, irrespective of the variations, the main objective of the Kansas Sample Series B Preferred Stock Purchase Agreement remains the same — to legally bind the Company and the Investor in their stock purchase transaction, ensuring clarity, transparency, and protection of their respective interests.