CONFIDENTIAL Richard J. Moran Chief Financial Officer Genta Incorporated 200 Connell Drive Berkeley Heights, NJ 07922 Dear Mr. Moran:Genta Inc De/ • February 11th, 2008 • Biological products, (no disgnostic substances)
This letter (the “Agreement”) constitutes the agreement between Rodman & Renshaw, LLC (“R&R” or the “Placement Agent”) and Genta Incorporated (the “Company”), that R&R shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of registered securities (the “Registered Securities”) of the Company, including shares (the “Shares”) of the Company’s common stock (the “Common Stock”) (sometimes referred to as, the “Securities”). Rodman shall be authorized to utilize sub-placement agents and/or selected dealers in its discretion, provided that the use of any sub-placement agent and/or selected dealer by Rodman shall not increase any fees (including cash or Warrants) or expenses payable by the Company under this Agreement. The terms of such Placement and Offering and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purcha
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 11th, 2008 • Genta Inc De/ • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 8, 2008, among Genta Incorporated, a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
