Placement Agency Agreement Sample Contracts
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • June 16th, 2025 • Aptevo Therapeutics Inc. • Pharmaceutical preparations • New York
12,000 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A 600 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • September 7th, 2022 • New York
Blue Ridge Bancshares, Inc., a Missouri corporation (the "Company"), Blue Ridge Bank and Trust Co., a Missouri state chartered bank (the "Bank"), and the United States Department of the Treasury (the "Selling Shareholder") each confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. (the "Placement Agent") with respect to the direct sale by the Selling Shareholder to one or more Winning Bidders (as defined in Section 2(a) hereof) and the placement, as agent of the Selling Shareholder, by the Placement Agent of 12,000 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, par value $1.00 per share, of the Company (the "Series A Securities") and 600 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series B, par value $1.00 per share (the "Series B Securities", and together with the Series A Securities, the "Securities").
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • June 16th, 2025 • GeoVax Labs, Inc. • Pharmaceutical preparations • New York
EXHIBIT 1.1 PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 23rd, 2015 • Cel Sci Corp • Biological products, (no disgnostic substances) • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 3rd, 2025 • MacKenzie Realty Capital, Inc. • Real estate investment trusts • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 25th, 2025 • Transcode Therapeutics, Inc. • Pharmaceutical preparations • New York
Introductory. This Placement Agency Agreement the (“Agreement”) sets forth the terms upon which ThinkEquity LLC (“ThinkEquity” or the “Placement Agent”) shall be engaged by TransCode Therapeutics, Inc., a Delaware corporation (the “Company”), to act as the exclusive Placement Agent in connection with the offering (hereinafter referred to as the “Offering”) directly to various investors (each, an “Investor” and, collectively, the “Investors”) of up to (i) 10,250,000 shares (the “Shares”) of the Company’s common stock, $0.0001 par value per share (the “Common Stock”) and (ii) accompanying warrants to purchase 10,250,000 shares of Common Stock (the “Common Warrants”). For each Investor whose purchase of Common Stock in this Offering would otherwise result in the Investor, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of the outstanding Common Stock immediately following the consummation of the Of
INVENTERGY GLOBAL, INC. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 12th, 2016 • Inventergy Global, Inc. • Telephone communications (no radiotelephone) • New York
Inventergy Global, Inc., a Delaware Corporation (the “Company”), proposes, subject to the terms and conditions herein, to issue and sell up to an aggregate of 6,000,000 shares (the “Shares”) of Common Stock of the Company, par value $0.001 per share (the “Common Stock”), warrants to purchase up to an aggregate of 6,000,000 shares of Common Stock (the “Warrants”), and up to an aggregate of 6,000,000 shares of Common Stock issuable from time to time upon exercise of the Warrants (the “Warrant Shares”) to certain investors (each an “Investor” and, collectively, the “Investors”), in an offering under its registration statement on Form S-1 (Registration No. 333-211211). We are offering one Share together with one Warrant (the Shares and the Warrants, together, the “Securities”) with each whole Warrant exercisable for one Warrant Share. The Securities are more fully described in the Prospectus (as defined below). The Company desires to engage Chardan Capital Markets, LLC (“Chardan”) in conne
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • April 21st, 2025 • Lucas GC LTD • Services-computer programming, data processing, etc. • New York
This letter (this “Agreement”) constitutes the agreement by and between Lucas GC Limited (the “Company”) and AC Sunshine Securities LLC (the “Placement Agent”) pursuant to which the Placement Agent shall serve as the placement agent for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and sale (the “Offering”) by the Company of its Securities (as defined in Section 3 of this Agreement) (the “Services”). The Company expressly acknowledges and agrees that the Placement Agent’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by the Placement Agent to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of the Placement Agent with respect to securing any other financing on behalf of the Company.
ContractPlacement Agency Agreement • June 6th, 2025 • Cibus, Inc. • Agricultural chemicals • New York
Subject to the terms and conditions of this letter agreement (the “Agreement”) between A.G.P./Alliance Global Partners (the “Placement Agent”) and Cibus, Inc., a Delaware corporation (the “Company”), the parties hereby agree that the Placement Agent 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 securities of the Company, consisting of: (i) shares (the “Shares”) of Class A common stock, par value $0.0001 per share (“Common Stock”) and (ii) pre-funded warrants to purchase shares of Common Stock (the “Pre-Funded Warrants” and, together with the Shares, the “Securities”). The Securities actually placed by the Placement Agent are referred to herein as the “Placement Agent Securities.” The documents executed and delivered by the Company and the Purchasers (as defined below) in connection with the Placement, including, without limitation, a securities purchase agreement to be ent
PLACEMENT AGENCY AGREEMENT between CEL-SCI CORPORATION and THINKEQUITY LLC CEL- SCI CORPORATION PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 18th, 2025 • Cel Sci Corp • Biological products, (no disgnostic substances) • New York
This Placement Agency Agreement (the “Agreement”) sets forth the terms upon which ThinkEquity LLC ("ThinkEquity" or the "Placement Agent") shall be engaged by CEL-SCI Corporation, a corporation formed under the laws of the State of Colorado (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of CEL-SCI Corporation, the "Company"), to act as the exclusive Placement Agent in connection with the offering (hereinafter referred to as the "Offering") of up to 4,012,500 shares (the "Shares") of the Company's common stock, par value $0.01 per share (the "Common Stock") and 11,987,500 pre- funded warrants, each to purchase one share of Common Stock at an exercise price of $0.0001 until such time as the Pre-Funded Warrant is exercised in full, subject to adjustment as provided in the Pre-Funded Warrant in the form attached hereto as Exhibit
Imunon, Inc. Attention: Stacy R. LindborgPlacement Agency Agreement • May 13th, 2025 • Imunon, Inc. • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 21st, 2025 • Agm Group Holdings, Inc. • Services-computer programming services • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 6th, 2025 • Pineapple Financial Inc. • Finance services • New York
This letter (the “Agreement”) constitutes the agreement between D. Boral Capital LLC (the “Placement Agent”) and Pineapple Financial Inc., a company organized under the law of Canada (the “Company”), that the Placement Agent shall serve as the exclusive placement agent for the Company, on a reasonable “best efforts” basis, in connection with the proposed offering (the “Placement”) of (i) common shares (the “Shares”) of the Company (the “Common Shares”), no par value per share (the “Common Stock”), (ii) warrants to purchase Common Shares (the “Common Warrants”), and (iii) pre-funded warrants to purchase Common Shares (the “Pre-Funded Warrants” and, together with the Shares and Common Warrants, the “Securities”). The Securities actually placed by the Placement Agent are referred to herein as the “Placement Securities.” The Shares, the Pre-Funded Warrants, the Common Warrants, and the Common Shares underlying the Pre-Funded Warrants and Common Warrants will be offered and sold under the C
Exhibit (25)(2)(h) FUNDS REGISTERED UNDER THE INVESTMENT COMPANY ACT OF 1940, AS AMENDED, LISTED IN APPENDIX A(1) (EACH THE "FUND"(2)) MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED (THE "SELLING AGENT") PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 29th, 2010 • Grosvenor Registered Multi-Strategy Fund (Ti 1), LLC • New York
Placement Agency AgreementPlacement Agency Agreement • February 18th, 2025 • Digital Brands Group, Inc. • Retail-apparel & accessory stores • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • January 31st, 2025 • Lichen China LTD • Services-management consulting services • New York
This letter (the “Agreement”) constitutes the agreement by and between Univest Securities, LLC (“Univest” or the “Placement Agent”) and Lichen China Limited, a Cayman Islands company (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placements (the “Placements”) via a registered direct offering of Class A ordinary shares of the Company, par value $0.00004 per share, of the Company (“Ordinary Share”), and/or the Pre-Funded Warrants to purchase Ordinary Shares (the “Securities”). The terms of the Placements and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein shall be deemed to mean that the Placement Agent would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placements
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 6th, 2025 • GD Culture Group LTD • Wholesale-metals & minerals (no petroleum) • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 24th, 2025 • Faraday Future Intelligent Electric Inc. • Motor vehicles & passenger car bodies • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 8th, 2025 • QMMM Holdings LTD • Services-advertising agencies • New York
1,875,000 Shares NAVIOS MARITIME ACQUISITION CORPORATION Common Stock ($0.0001 par value per share) PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 25th, 2019 • Navios Maritime Acquisition CORP • Deep sea foreign transportation of freight • New York
This placement agency agreement (this “Agreement”) confirms our understanding that Navios Maritime Acquisition Corporation, a corporation incorporated under the laws of the Republic of the Marshall Islands (the “Company”), hereby appoints the placement agents named in Schedule II hereto as its placement agents (the “Placement Agents”), for whom you are acting as manager (the “Manager”), in connection with the proposed sale to certain investors (the “Direct Offering”) of 1,875,000 shares of its Common Stock, par value $0.0001 per share (the “Shares”). On the basis of the representations and warranties contained herein, and subject to the terms and conditions set forth herein, the Placement Agents agree to use their best commercially practicable efforts to solicit and receive offers to purchase the Shares. Notwithstanding anything to the contrary contained in this Agreement, the Placement Agents shall have no obligation to purchase any of the Shares, or any liability to the Company if an
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 11th, 2019 • Altimmune, Inc. • Pharmaceutical preparations • New York
SANUWAVE HEALTH, INC. PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 3rd, 2016 • SANUWAVE Health, Inc. • Surgical & medical instruments & apparatus • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • July 29th, 2019 • Staffing 360 Solutions, Inc. • Services-help supply services • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 14th, 2024 • Super League Enterprise, Inc. • Services-computer integrated systems design • New York
This Placement Agency Agreement (“Agreement”) sets forth the terms upon which Aegis Capital Corp., a New York corporation (“Aegis” or “Placement Agent”), a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”), shall be engaged by Super League Enterprise, Inc., a Delaware corporation (the “Company”) to act as the exclusive placement agent in connection with the private placement (the “Offering”) of shares (the “Shares”) of Series AAA Junior Convertible Preferred Stock, par value $0.001 per share (the specific sub-series to be sold will be called Series AAA-3 Junior Convertible Preferred Stock and Shares issued at subsequent closings will be designated Series AAA-4 Junior Convertible Preferred Stock, Series AAA-5 Junior Convertible Preferred Stock and so on and all subseries of such stock being sold in the Offering is sometimes hereinafter referred to as the “Series AAA Junior Preferred Stock”). The Offering will consist of a minimum of 1,000 share
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 8th, 2014 • Enumeral Biomedical Holdings, Inc. • Services-computer programming, data processing, etc. • New York
This Placement Agency Agreement (“Agreement”) sets forth the terms upon which Katalyst Securities LLC., a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”) (hereinafter referred to as the “Placement Agent” or “Katalyst”), shall be engaged by Enumeral Biomedical Holdings, Inc., a publicly traded corporation duly organized under the laws of the State of Delaware hereinafter referred to as the “Company” or “ENUM”), to act as a non-exclusive placement agent (“Placement Agent”) in connection with the private placement (hereinafter referred to as the “Offering”) of units (the “Units”) of securities of the Company, as more fully described below. The initial closing of the Offering will be conditioned upon the receipt and acceptance of subscriptions for the Minimum Amount (as defined below) and the consummation of a reverse triangular merger (the “Merger”) between a subsidiary of the Company and Enumeral Biomedical Corp., a Delaware corporation (“Enum
CAPSTONE TURBINE CORPORATION 21,485,660 Shares Warrants to Purchase 6,445,698 Shares Common Stock ($0.001 Par Value) PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • September 18th, 2008 • Capstone Turbine Corp • Engines & turbines • New York
The undersigned, Capstone Turbine Corporation, a Delaware corporation (the “Company”), hereby addresses you (the “Placement Agent”) and confirms its agreement with you as follows:
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • August 14th, 2014 • DanDrit Biotech USA, Inc. • Pharmaceutical preparations • New York
EXHIBIT 1 --------- TELKONET, INC. PLACEMENT AGENCY AGREEMENT February 16, 2004 CDC Securities 590 Madison Avenue, 25th Floor New York, New York 10022 Gentlemen: This Placement Agency Agreement (this "Agreement") confirms the retention by Telkonet,...Placement Agency Agreement • April 13th, 2004 • Telkonet Inc • Communications services, nec • New York
NB CROSSROADS PRIVATE MARKETS FUND VII LP Placement Agency AgreementPlacement Agency Agreement • October 22nd, 2021 • NB Crossroads Private Markets Fund VII LP • New York
AGREEMENT made as of the [ ] day of [ ], 2021 by and between NB Crossroads Private Markets Fund VII LP, a Delaware limited partnership, with its principal office and place of business at 325 North Saint Paul Street, 49th Floor, Dallas, Texas 75201 (the “Fund”), and Neuberger Berman BD LLC, a Delaware limited liability company with its principal office and place of business at 1290 Avenue of the Americas, New York, New York 10104 (the “Placement Agent”).
Neonode Inc. 1,808,000 Shares of Common Stock, par value $0.001 per share PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 21st, 2021 • Neonode Inc. • Electronic components, nec • New York
Neonode Inc, a Delaware corporation (the “Company”), proposes to issue and sell 1,808,000 shares (the “Offered Shares” or “Offered Securities”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), to certain investors (each, an “Investor” and collectively, the “Investors”). The Company desires to engage you as its placement agent (together, the “Placement Agent”) in connection with such issuance and sale. The Offered Securities are more fully described in the Registration Statement (as hereinafter defined).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 22nd, 2016 • Us Energy Corp • Crude petroleum & natural gas • New York
Exhibit e PLACEMENT AGENCY AGREEMENT September 13, 1993 The Landmark Funds Broker-Dealer Services, Inc. c/o Signature Financial Group (Cayman), Ltd. Elizabethan Square, 2nd Floor George Town, Grand Cayman, BWI Gentlemen: This is to confirm that, in...Placement Agency Agreement • April 29th, 1999 • TPP Balanced Portfolio
Imunon, Inc. Attention: Stacy R. LindborgPlacement Agency Agreement • April 4th, 2025 • Imunon, Inc. • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 30th, 2024 • 180 Life Sciences Corp. • Pharmaceutical preparations • New York
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 14th, 2025 • Oragenics Inc • Pharmaceutical preparations • New York
This letter (this “Agreement”) constitutes the agreement between Oragenics, Inc., a Florida corporation (the “Company”), and Dawson James Securities, Inc. (“Dawson”) pursuant to which Dawson shall serve as the placement agent (the “Placement Agent”), for the Company, on a reasonable “best efforts” basis, in connection with the proposed private offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement) in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”) and Rule 506(b) of Regulation D (“Regulation D”) as promulgated by the United States Securities and Exchange Commission (the “Commission”) under the Securities Act. The Company and Dawson hereby mutually agree to the terms of the Offering and the Securities, and nothing in this Agreement may be construed to suggest that Dawson would have the power or authority to bind the Company or an o