Maryland Sample Series B Preferred Stock Purchase Agreement is a legally binding document that outlines the terms and conditions of the purchase of Series B Preferred Stock between BirthdayExpress, Inc. (the "Company") and the Purchaser. This agreement is specific to Maryland and ensures compliance with the state's laws and regulations. The agreement typically includes crucial information such as the number of shares being purchased, the purchase price per share, the total consideration, and any necessary adjustments or conditions. It also outlines the rights, preferences, and privileges associated with the Series B Preferred Stock, including dividend rights, voting rights, conversion rights, and liquidation preferences. Furthermore, the agreement establishes the representations and warranties of both parties. The Company may represent its authority to issue the Series B Preferred Stock, the absence of any conflicts or violations, and the accuracy of its financial statements. The Purchaser may represent its financial capacity and consent to the terms and conditions of the agreement. The Maryland Sample Series B Preferred Stock Purchase Agreement may include different variations depending on specific clauses or provisions. Some possible types of variations include: 1. Voting Rights Variation: This variation may specify the voting rights associated with the Series B Preferred Stock, including the number of votes per share and any limitations on voting. 2. Dividend Rights Variation: This variation may outline the dividend rights of the Series B Preferred Stock, such as the frequency and amount of dividends, as well as any conditions or limitations. 3. Conversion Rights Variation: This variation may detail the conversion rights of the Series B Preferred Stock, including the conversion ratio and any conversion events or restrictions. 4. Liquidation Preference Variation: This variation may clarify the order of priority for distribution of assets upon liquidation or sale of the Company, specifying the preferences of Series B Preferred Stockholders. Overall, the Maryland Sample Series B Preferred Stock Purchase Agreement provides a comprehensive framework for the purchase and ownership of Series B Preferred Stock by the Purchaser, ensuring that both parties are protected and their rights and obligations are clearly defined.