EXHIBIT 99.3 As of April 1, 2003 Mr. Simon Boughton 60 Old Turnpike Road Bridgewater, CT 06752 Dear Mr. Boughton: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The Millbrook...Millbrook Press Inc • June 23rd, 2003 • Books: publishing or publishing & printing • Connecticut
Heads of Option Agreement date: July 27, 1993 Groupe de la Cite / ANTIA (GLC) desires to sell and SMG Associates (SMG) desires to purchase all the business and the assets of the Millbrook Press, Inc. (Millbrook). This Heads of Option Agreement shall...Option Agreement • October 22nd, 1996 • Millbrook Press Inc • New York
JOINT FILING AGREEMENTJoint Filing Agreement • July 18th, 2002 • Millbrook Press Inc • Books: publishing or publishing & printing
In accordance with Rule 13d-1 under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, $0.01 par value per share, of The Millbrook Press, Inc. and that this Agreement be included as an Exhibit to such joint filing.
UNDERWRITING AGREEMENT between PROTAGENIC THERAPEUTICS, INC. and KINGSWOOD CAPITAL MARKETS, division of Benchmark Investments, Inc., as Representative of the Several Underwriters PROTAGENIC THERAPEUTICS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 30th, 2021 • Protagenic Therapeutics, Inc.\new • Services-business services, nec • New York
The undersigned, Protagenic Therapeutics, Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with Kingswood Capital Markets, division of Benchmark Investments, Inc. (hereinafter referred to as “you” (including its correlatives) or the “Representative”), and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
C O N T R A C T AGREEMENT made effective as of August 1, 1996 by and between Aladdin Books Limited 28 Percy Street London W1P-9FF (hereinafter called "Aladdin") of the one part and The Millbrook Press Inc., 2 Old New Milford Road, Brookfield,...Agreement • October 22nd, 1996 • Millbrook Press Inc • New York
RECITALSContribution Agreement • October 22nd, 1996 • Millbrook Press Inc • Delaware
Form of Registration Rights AgreementRegistration Rights Agreement • January 26th, 2007 • MPLC, Inc. • Books: publishing or publishing & printing • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 24th day of January, 2007, by and among MPLC, Inc., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT is entered into as of December 14, 1995 between PEOPLE'S BANK, a Connecticut banking corporation ("People's"), with a place of business located at Bridgeport Center, 850 Main Street,...Loan and Security Agreement • October 22nd, 1996 • Millbrook Press Inc • Connecticut
ARTICLE I DEFINITIONSSecurities Purchase Agreement • March 6th, 2007 • MPLC, Inc. • Books: publishing or publishing & printing • New York
August 1, 1998 Mr. Jeff Conrad 8 Mary Austin Place Norwalk, Conn. 06859 Dear Mr. Conrad: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The Millbrook Press Incorporated...Millbrook Press Inc • October 30th, 1998 • Books: publishing or publishing & printing • New York
MILLBROOK PRESS 2 Old New Milford Road Brookfield, CT 06804Millbrook Press Inc • December 13th, 1996 • Books: publishing or publishing & printing • Connecticut
EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT") is made and entered into as of February 28, 2007 among MPLC, Inc., a Delaware corporation (the "COMPANY"), and the several purchasers signatory hereto...Registration Rights Agreement • March 6th, 2007 • MPLC, Inc. • Books: publishing or publishing & printing
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 1st, 2011 • Atrinsic, Inc. • Services-business services, nec • Illinois
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 31, 2011, is by and among Atrinsic, Inc., a Delaware corporation (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
EXHIBIT 99.2 As of April 1, 2003 Mr. David Allen 40 Edinburgh Lane Madison, CT 06443 Dear Mr. Allen: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The Millbrook Press...Millbrook Press Inc • June 23rd, 2003 • Books: publishing or publishing & printing • Connecticut
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 1st, 2011 • Atrinsic, Inc. • Services-business services, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 31, 2011, is by and among Atrinsic, Inc., a Delaware corporation (the “Company”), and each of the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
RECITALSIndemnification Agreement • October 22nd, 1996 • Millbrook Press Inc • Delaware
February 1, 1999 Mr. David Allen The Millbrook Press Inc. 2 Old New Milford Road Brookfield, CT 06804 Dear Mr. Allen: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The...Millbrook Press Inc • October 28th, 1999 • Books: publishing or publishing & printing • New York
AGREEMENT OF LEASE AGREEMENT OF LEASE made as of the day of September 1994 between Arnold S. Paster 27A Main Street Southampton, NY 11968 and The Millbrook Press Howard and Rita Graham 2 Old New Milford Road Brookfield, CT 06804 27A Main Street...Agreement of Lease • October 22nd, 1996 • Millbrook Press Inc • New York
EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this "Agreement") is made and entered into as of this 8th day of March 2007, by and between MPLC, Inc. a Delaware corporation (the "COMPANY") and Scott Walker...Executive Employment Agreement • March 14th, 2007 • MPLC, Inc. • Books: publishing or publishing & printing • California
RECITALSEscrow Agreement • June 10th, 2005 • MPLC, Inc. • Books: publishing or publishing & printing • New York
1,500,000 SHARES OF COMMON STOCK AND 1,500,000 COMMON STOCK PURCHASE WARRANTSUnderwriting Agreement • December 6th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing • New York
EXHIBIT 10.16 FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT ---------------------------------------------- WHEREAS, The Millbrook Press Inc., a Delaware corporation, with its chief executive office located at 2 Old New Milford Road, Brookfield,...Loan and Security Agreement • October 29th, 2002 • Millbrook Press Inc • Books: publishing or publishing & printing
Registration Rights AgreementRegistration Rights Agreement • April 18th, 2016 • Atrinsic, Inc. • Services-business services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of _______, 2016 (the “Effective Date”) between Atrinsic, Inc., a Delaware corporation (the “Company”), and the persons who have executed the signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”).
September 27, 1996 Mr. Jeff Conrad 8 Mary Austin Place Norwalk, Conn. 06859 Dear Mr. Conrad: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The Millbrook Press Incorporated...Millbrook Press Inc • December 6th, 1996 • Books: publishing or publishing & printing • New York
The Millbrook Press Incorporated 2 Old New Milford Road Brookfield, Connecticut 06804Employment Agreement • December 13th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing
PROTAGENIC THERAPEUTICS, INC. Common Stock (par value $0.0001 per share) At Market Issuance Sales AgreementCommon Stock • July 2nd, 2021 • Protagenic Therapeutics, Inc.\new • Services-business services, nec • New York
AGREEMENT (the "Agreement") dated April 26, 2005, between MPLC, Inc., a Delaware corporation, as debtor and debtor-in-possession (the "Company"), David Allen ("Allen") and First Americas Partners, LLC (the "Purchaser"). Reference is made to the...Agreement • June 10th, 2005 • MPLC, Inc. • Books: publishing or publishing & printing
NONQUALIFIED STOCK OPTION GRANT AGREEMENT PROTAGENIC THERAPEUTICS, INC.Nonqualified Stock Option Grant Agreement • June 20th, 2016 • Atrinsic, Inc. • Services-business services, nec • Delaware
This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Protagenic Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
INCENTIVE STOCK OPTION GRANT AGREEMENT PROTAGENIC THERAPEUTICS, INC.Incentive Stock Option Grant Agreement • June 20th, 2016 • Atrinsic, Inc. • Services-business services, nec • Delaware
This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Protagenic Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
DEBT SUBORDINATION AGREEMENT To: People's Bank Bridgeport Center 850 Main Street Bridgeport, Connecticut 06604-4913 Gentlemen: The undersigned, Frank Farrell having an address of (herein called "Subordinating Creditor"), is or in the future may be...Debt Subordination Agreement • October 22nd, 1996 • Millbrook Press Inc • Connecticut
SECURITY AGREEMENTSecurity Agreement • June 1st, 2011 • Atrinsic, Inc. • Services-business services, nec • New York
This SECURITY AGREEMENT (this “Agreement”), dated as of May 31, 2011, is made by and among the grantors listed on the signature pages hereof (collectively, jointly and severally, the “Grantors” and each, individually, a “Grantor”), and the secured parties listed on the signature pages hereof (collectively, the “Secured Parties” and each, individually, a “Secured Party”).
KATALYST SECURITIES LLC NEW YORK, NY 10038 TEL: 212-587-6667 Member: FINRA & SIPC PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • April 18th, 2016 • Atrinsic, Inc. • Services-business services, nec • New York
This Placement Agency Agreement (“Agreement”) sets forth the terms upon which Katalyst Securities LLC (“Katalyst”), registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”) (hereinafter referred to as the “Placement Agent”), shall be engaged by Atrinsic, Inc., a publicly traded Delaware Corporation (hereinafter referred to as the “Company”), to act as exclusive Placement Agent in connection with the private placement (the “Offering”) of the securities of the Company (the “Securities”). The initial closing of the Offering will be conditioned upon and acceptance of subscriptions for the Minimum Amount (as defined below) and the consummation of a reverse triangular merger (the “Merger”) by and among a subsidiary of the Company, Protagenic Therapeutics Inc. (“PTI”), a privately held Delaware corporation, and the Company and certain other transactions described herein, pursuant to which PTI will become a wholly owned subsidiary of the Company, and all of
THIRD AMENDMENT TO LOAN AND SECURITY AGREEMENT WHEREAS, The Millbrook Press Inc., a Delaware corporation, with its chief executive office located at 2 Old New Milford Road, Brookfield, Connecticut 06804 (referred to herein as "Borrower") entered into...Loan and Security Agreement • March 15th, 2000 • Millbrook Press Inc • Books: publishing or publishing & printing • Connecticut
STANDARDIZED ADOPTION AGREEMENTStandardized Adoption Agreement • October 22nd, 1996 • Millbrook Press Inc
ContractAtrinsic, Inc. • February 12th, 2016 • Services-business services, nec • New York
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.
