Common use of FORM OF PLACEMENT NOTICE Clause in Contracts

FORM OF PLACEMENT NOTICE. From: [-] Cc: [-] To: [-] Subject: Controlled Equity OfferingSM—Placement Notice Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among Xxxxx Xxxxxxxx MLP Investment Company (the “Fund”), KA Fund Advisors, LLC, Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-] (“[-]”), on the other, dated [-], 201_ (the “Agreement”), I hereby request on behalf of the Fund that [-] sell up to [-] Shares, pursuant to the following instructions (subject to a per Share gross sales price at least equal to the Minimum Daily Price of the shares of Common Stock and subject to any other restrictions on the sale of shares of Common Stock [to be completed by KA]. The Fund hereby confirms that, as of the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. SCHEDULE 2 [-] [-] XXXXX XXXXXXXX MLP INVESTMENT COMPANY [-] SCHEDULE 3 AMOUNT OF COMMISSIONS PAID TO [-] Up to [-]% of the gross sales price of all shares of Common Stock of Xxxxx Xxxxxxxx MLP Investment Company (the “Fund”), sold through [-] under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated [-], 201_, between the Fund, KA Fund Advisors, LLC and Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-], on the other. EXHIBIT A-1

Appears in 5 contracts

Samples: Sales Agreement (Kayne Anderson MLP Investment CO), Sales Agreement (Kayne Anderson MLP Investment CO), Sales Agreement (Kayne Anderson MLP Investment CO)

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FORM OF PLACEMENT NOTICE. From: [-] Cc: [-] To: [-] Subject: Controlled Equity OfferingSM—Placement Notice Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among Xxxxx Xxxxxxxx MLP Investment Company Energy Total Return Fund, Inc. (the “Fund”), KA Fund Advisors, LLC, Xxxxx Xxxxxxxx Capital Advisors, L.P.L.P. , on the one hand, and [-] Cantor Xxxxxxxxxx & Co. (“[-]CF&Co”), on the other, dated [-]April 17, 201_ 2013 (the “Agreement”), I hereby request on behalf of the Fund that [-] CF&Co sell up to [-] Shares, pursuant to the following instructions (subject to a per Share gross sales price at least equal to the Minimum Daily Price of the shares of Common Stock and subject to any other restrictions on the sale of shares of Common Stock [to be completed by KA]. The Fund hereby confirms that, as of the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. SCHEDULE 2 [-] [-] CANTOR XXXXXXXXXX & CO. Xxxxxxx Xxxxx Xxxxxx X. Xxxxxxx XXXXX XXXXXXXX MLP INVESTMENT COMPANY [-] ENERGY TOTAL RETURN FUND, INC. Xxxxx X. XxXxxxxx Xxxxx X. Xxxx Xxxxx X. Xxxxx SCHEDULE 3 AMOUNT OF COMMISSIONS PAID TO [-] CANTOR XXXXXXXXXX & CO. Up to [-]% 2% of the gross sales price of all shares of Common Stock of Xxxxx Xxxxxxxx MLP Investment Company Energy Total Return Fund, Inc. (the “Fund”), sold through [-] Cantor Xxxxxxxxxx & Co. under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated [-]April 17, 201_2013, between the Fund, KA Fund Advisors, LLC and Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-]Cantor Xxxxxxxxxx & Co., on the other. EXHIBIT A-1

Appears in 1 contract

Samples: Sales Agreement (Kayne Anderson Energy Total Return Fund, Inc.)

FORM OF PLACEMENT NOTICE. From: [-[ ] [ ] Arcturus Therapeutics Holdings Inc. Cc: [-[ ] To: [-Cxxxxx Fxxxxxxxxx & Co.] [Wxxxx Fargo Securities, LLC] [Wxxxxxx Xxxxx & Company, L.L.C.] Subject: Controlled Equity OfferingSM[Cxxxxx Fxxxxxxxxx] [Wxxxx Fargo Securities] [Wxxxxxx Xxxxx & Company, L.L.C.] —At the Market Offering—Placement Notice Ladies and Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among Xxxxx Xxxxxxxx MLP Investment Company (the “Fund”), KA Fund Advisors, LLC, Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-] (“[-]”), on the otherAgreement, dated [-]December 23, 201_ 2022, as amended by Amendment No. 1 to the Controlled Equity OfferingSM Sales Agreement, dated August 7, 2023 (as amended, the “Agreement”), by and among Arcturus Therapeutics Holdings Inc., a Delaware corporation (the “Company”), Cantor Fxxxxxxxxx & Co., Wxxxx Fargo Securities, LLC, and Wxxxxxx Xxxxx & Company, L.L.C., I hereby request on behalf of the Fund Company that [-] the Designated Agent (as defined in the Agreement) sell up to [-] Sharesshares of common stock, pursuant to the following instructions (subject to a $0.001 par value per Share gross sales price at least equal to the Minimum Daily Price share, of the shares Company (the “Shares”), at a minimum market price of Common Stock and subject to $[●] per share[; provided that no more than [●] Shares shall be sold in any other restrictions on one Trading Day (as such term is defined in Section 3 of the sale of shares of Common Stock [to be completed by KAAgreement)]. The Fund hereby confirms that, as of Sales should begin [on the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. SCHEDULE 2 ] and end on [-DATE] [-] XXXXX XXXXXXXX MLP INVESTMENT COMPANY [-] SCHEDULE 3 AMOUNT OF COMMISSIONS PAID TO [-] Up to [-]% until all Shares that are the subject of the gross sales price of all shares of Common Stock of Xxxxx Xxxxxxxx MLP Investment Company (the “Fundthis Placement Notice are sold].), sold through [-] under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated [-], 201_, between the Fund, KA Fund Advisors, LLC and Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-], on the other. EXHIBIT A-1

Appears in 1 contract

Samples: Sales Agreement (Arcturus Therapeutics Holdings Inc.)

FORM OF PLACEMENT NOTICE. From: [-] Cc: [-] To: [-] Subject: Controlled Equity OfferingSM—Placement Notice Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among Xxxxx Xxxxxxxx MLP Investment Company Midstream/Energy Fund, Inc. (the “Fund”), KA Fund Advisors, LLC, Xxxxx Xxxxxxxx Capital Advisors, L.P.L.P. , on the one hand, and [-] (“[-]”), on the other, dated [-], 201_ 2013 (the “Agreement”), I hereby request on behalf of the Fund that [-] sell up to [-] Shares, pursuant to the following instructions (subject to a per Share gross sales price at least equal to the Minimum Daily Price of the shares of Common Stock and subject to any other restrictions on the sale of shares of Common Stock [to be completed by KA]. The Fund hereby confirms that, as of the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. SCHEDULE 2 [-] [-] XXXXX XXXXXXXX MLP INVESTMENT COMPANY [-] MIDSTREAM/ENERGY FUND, INC. SCHEDULE 3 AMOUNT OF COMMISSIONS PAID TO [-] Up to [-]% 2% of the gross sales price of all shares of Common Stock of Xxxxx Xxxxxxxx MLP Investment Company Midstream/Energy Fund, Inc. (the “Fund”), sold through [-] under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated [-], 201_2013, between the Fund, KA Fund Advisors, LLC and Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-], on the other. EXHIBIT A-1

Appears in 1 contract

Samples: Sales Agreement (Kayne Anderson Midstream/Energy Fund, Inc.)

FORM OF PLACEMENT NOTICE. From: [-] Cc: [-] To: [-] Subject: Controlled Equity OfferingSM—Placement Notice Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among Xxxxx Xxxxxxxx MLP Investment Company Energy Total Return Fund, Inc. (the “Fund”), KA Fund Advisors, LLC, Xxxxx Xxxxxxxx Capital Advisors, L.P.L.P. , on the one hand, and [-] Cantor Xxxxxxxxxx & Co. (“[-]CF&Co”), on the other, dated [-]September 25, 201_ 2012 (the “Agreement”), I hereby request on behalf of the Fund that [-] CF&Co sell up to [-] Shares, pursuant to the following instructions (subject to a per Share gross sales price at least equal to the Minimum Daily Price of the shares of Common Stock and subject to any other restrictions on the sale of shares of Common Stock [to be completed by KA]. The Fund hereby confirms that, as of the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. SCHEDULE 2 [-] [-] CANTOR XXXXXXXXXX & CO. Xxxxxxx Xxxxx Xxxxxx X. Xxxxxxx XXXXX XXXXXXXX MLP INVESTMENT COMPANY [-] ENERGY TOTAL RETURN FUND, INC. Xxxxx X. XxXxxxxx Xxxxx X. Xxxx Xxxxx X. Xxxxx SCHEDULE 3 AMOUNT OF COMMISSIONS PAID TO [-] CANTOR XXXXXXXXXX & CO. Up to [-]% 2% of the gross sales price of all shares of Common Stock of Xxxxx Xxxxxxxx MLP Investment Company (the “Energy Total Return Fund”), Inc., sold through [-] Cantor Xxxxxxxxxx & Co. under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated [-]September 25, 201_2012, between the Fund, KA Fund Advisors, LLC and Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-]Cantor Xxxxxxxxxx & Co., on the other. EXHIBIT A-1

Appears in 1 contract

Samples: Sales Agreement (Kayne Anderson Energy Total Return Fund, Inc.)

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FORM OF PLACEMENT NOTICE. From: [-] Cc: [-] To: [-] Subject: Controlled Equity OfferingSM—Placement Notice Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among Xxxxx Xxxxxxxx MLP Investment Company (the “Fund”), KA Fund Advisors, LLC, Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-] Cantor Xxxxxxxxxx & Co. (“[-]CF&Co”), on the other, dated [-], 201_ 2015 (the “Agreement”), I hereby request on behalf of the Fund that [-] CF&Co sell up to [-] Shares, pursuant to the following instructions (subject to a per Share gross sales price at least equal to the Minimum Daily Price of the shares of Common Stock and subject to any other restrictions on the sale of shares of Common Stock [to be completed by KA]. The Fund hereby confirms that, as of the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. SCHEDULE 2 [-] [-] CANTOR XXXXXXXXXX & CO. Xxxxxxx Xxxxx Xxxxxx X. Xxxxxxx XXXXX XXXXXXXX MLP INVESTMENT COMPANY [-] Xxxxx X. XxXxxxxx Xxxxx X. Xxxx Xxxxx X. Xxxxx SCHEDULE 3 AMOUNT OF COMMISSIONS PAID TO [-] CANTOR XXXXXXXXXX & CO. Up to [-]% 2% of the gross sales price of all shares of Common Stock of Xxxxx Xxxxxxxx MLP Investment Company (the “Fund”), sold through [-] Cantor Xxxxxxxxxx & Co. under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated [-], 201_2015, between the Fund, KA Fund Advisors, LLC and Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-]Cantor Xxxxxxxxxx & Co., on the other. EXHIBIT A-1

Appears in 1 contract

Samples: Sales Agreement (Kayne Anderson MLP Investment CO)

FORM OF PLACEMENT NOTICE. From: [-] Cc: [-] To: [-] Subject: Controlled Equity OfferingSM—Placement Notice Gentlemen: Pursuant to the terms and subject to the conditions contained in the Controlled Equity OfferingSM Sales Agreement among Xxxxx Xxxxxxxx MLP Investment Company (the “Fund”), KA Fund Advisors, LLC, Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-] Cantor Xxxxxxxxxx & Co. (“[-]CF&Co”), on the other, dated [-]July 1, 201_ 2013 (the “Agreement”), I hereby request on behalf of the Fund that [-] CF&Co sell up to [-] Shares, pursuant to the following instructions (subject to a per Share gross sales price at least equal to the Minimum Daily Price of the shares of Common Stock and subject to any other restrictions on the sale of shares of Common Stock [to be completed by KA]. The Fund hereby confirms that, as of the date of this Placement Notice, the Prospectus does not include an untrue statement of a material fact or omit to state a material fact necessary in order to make the statements therein, in the light of the circumstances under which they were made, not misleading. Terms used herein have the meanings ascribed to them in the Agreement. SCHEDULE 2 [-] [-] CANTOR XXXXXXXXXX & CO. Xxxxxxx Xxxxx Xxxxxx X. Xxxxxxx XXXXX XXXXXXXX MLP INVESTMENT COMPANY [-] Xxxxx X. XxXxxxxx Xxxxx X. Xxxx Xxxxx X. Xxxxx SCHEDULE 3 AMOUNT OF COMMISSIONS PAID TO [-] CANTOR XXXXXXXXXX & CO. Up to [-]% 2% of the gross sales price of all shares of Common Stock of Xxxxx Xxxxxxxx MLP Investment Company (the “Fund”), sold through [-] Cantor Xxxxxxxxxx & Co. under the controlled equity offering governed by the Controlled Equity OfferingSM Sales Agreement, dated [-]July 1, 201_2013, between the Fund, KA Fund Advisors, LLC and Xxxxx Xxxxxxxx Capital Advisors, L.P., on the one hand, and [-]Cantor Xxxxxxxxxx & Co., on the other. EXHIBIT A-1

Appears in 1 contract

Samples: Sales Agreement (Kayne Anderson MLP Investment CO)

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