Procopio, Cory, Hargreaves & Savitch Sample Contracts
AGREEMENTRegistration Rights Agreement • March 27th, 1998 • Osage Systems Group Inc • Services-motion picture & video tape production • Delaware
STOCK PURCHASE AGREEMENT BY AND AMONG TWINLAB CORPORATION, TWIN LABORATORIES INC., WILLIAM LOGUE, SHERI SEARSStock Purchase Agreement • September 4th, 1998 • Twinlab Corp • Medicinal chemicals & botanical products • New York
OFPurchase Agreement • April 26th, 2000 • American Technology Corp /De/ • Household audio & video equipment • California
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 9th, 2023 • Tivic Health Systems, Inc. • Electromedical & electrotherapeutic apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 6, 2023 between Tivic Health Systems, Inc., 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”).
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGER AND REORGANIZATIONMerger Agreement • March 5th, 2004 • Loudeye Corp • Services-computer programming services • Washington
EXHIBIT 10.29 SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE THIS SETTLEMENT AGREEMENT AND MUTUAL GENERAL RELEASE (this "Agreement") is made and entered into effective as of June 30, 1999 (the "Effective Date") by and between TOTAL OUTSOURCING, INC.,...Settlement Agreement • September 10th, 1999 • Wireless Facilities Inc • Services-miscellaneous business services • California
UNDERWRITING AGREEMENT between TIVIC HEALTH SYSTEMS, INC. and THINKEQUITY LLC as Representative of the Several UnderwritersUnderwriting Agreement • February 13th, 2023 • Tivic Health Systems, Inc. • Electromedical & electrotherapeutic apparatus • New York
The undersigned, Tivic Health Systems, Inc., a corporation formed under the laws of the State of Delaware (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 Tivic Health Systems, Inc.) (the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (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:
Exhibit 10.13.5 SEPARATION AGREEMENT AND GENERAL RELEASE OF ALL CLAIMS On September 12, 2000, through their mutual consent, Cornelius J. Brosnan ("Employee") and American Technology Corporation (the "Company") (collectively, the "Parties") entered...Separation Agreement • December 29th, 2000 • American Technology Corp /De/ • Household audio & video equipment • California
OTONOMY, INC. 6,288,890 Shares of Common Stock And Pre-Funded Warrants to Purchase 7,111,110 Common Shares Underwriting AgreementUnderwriting Agreement • April 9th, 2021 • Otonomy, Inc. • Pharmaceutical preparations • New York
Otonomy, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 6,288,890 shares (the “Underwritten Shares”) of common stock, par value $0.001 per share, of the Company (the “Common Stock”), pre-funded warrants to purchase an aggregate of 7,111,110 shares of Common Stock in a form to be mutually agreed by the Company and the Representatives (the “Warrants”) and, at the option of the Underwriters, up to an additional 2,010,000 shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Warrants are herein referred to as the “Underwritten Securities”. The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock issuable upon exercise of the Warrants are herein referred to as the “Warrant Shares”. The Shares, the Warrants and the Warrant Share
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 18th, 2023 • ONCOSEC MEDICAL Inc • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 16, 2023, between OncoSec Medical Incorporated, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EXHIBIT 10.3 EMPLOYMENT AGREEMENTEmployment Agreement • April 26th, 2000 • American Technology Corp /De/ • Household audio & video equipment • California
Santarus, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • May 10th, 2013 • Santarus Inc • Pharmaceutical preparations • New York
EXHIBIT 2.2 AGREEMENT AND PLAN OF MERGERMerger Agreement • March 27th, 2003 • Itron Inc /Wa/ • Radio & tv broadcasting & communications equipment • California
EXHIBIT 10.25 --------------------------------- Confidential Treatment Requested under 17 C.F.R(S)(S)200.80(b)(4) 200.83 and 230.406 -------------------------------- TRITON / WFI MASTER SERVICES AGREEMENT THIS MASTER SERVICES AGREEMENT (this...Master Services Agreement • November 4th, 1999 • Wireless Facilities Inc • Services-miscellaneous business services • Virginia
BY AND AMONG XICOR, INC.,Merger Agreement • November 12th, 2003 • Xicor Inc • Semiconductors & related devices • California
EXHIBIT 10.1 MICROISLET, INC. A NEVADA CORPORATION AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT THIS AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENT (this "Agreement") dated as of October 31, 2003 is entered into between MicroIslet, Inc., a...Securities Purchase Agreement • November 3rd, 2003 • Microislet Inc • Biological products, (no disgnostic substances) • California
AT THE MARKET OFFERING AGREEMENTAt the Market Offering Agreement • March 4th, 2022 • NextPlay Technologies Inc. • Transportation services • New York
NextPlay Technologies, Inc., a corporation organized under the laws of Nevada (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
UNDERWRITING AGREEMENTUnderwriting Agreement • October 9th, 2020 • Cleanspark, Inc. • Services-computer integrated systems design • New York
The undersigned, CleanSpark, Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of CleanSpark, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which H.C. Wainwright & Co., LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
WHEREAS:Registration Rights Agreement • April 2nd, 2003 • Microislet Inc • Biological products, (no disgnostic substances) • Nevada
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 28th, 2023 • ONCOSEC MEDICAL Inc • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of [ ], 2023, between OncoSec Medical Incorporated, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 3rd, 2021 • NextPlay Technologies Inc. • Transportation services • New York
INTRODUCTIONSecurities Purchase Agreement • March 30th, 2004 • Microislet Inc • Biological products, (no disgnostic substances) • California
1,818,182 Shares SIMULATIONS PLUS, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • August 10th, 2020 • Simulations Plus Inc • Services-computer integrated systems design • New York
ONE STOP SYSTEMS, INC. as the Issuer, and as the Trustee INDENTURE Dated as of _______________, 202_Indenture • August 18th, 2023 • One Stop Systems, Inc. • Electronic computers • Delaware
RECITALSEscrow Agreement • March 31st, 2005 • Loudeye Corp • Services-computer programming services • Washington
Tivic Health Systems, Inc. Up to $10,000,000 Shares of Common Stock Equity Distribution AgreementEquity Distribution Agreement • September 13th, 2024 • Tivic Health Systems, Inc. • Electromedical & electrotherapeutic apparatus • New York
Tivic Health Systems, Inc., a Delaware corporation (the "Company"), proposes to issue and sell through Maxim Group LLC (the "Agent"), as sales agent, shares of common stock, par value $0.0001 per share ("Common Stock"), of the Company (the "Shares") having an aggregate offering price of up to $10,000,000 on terms set forth herein. The Shares consist entirely of authorized but unissued shares of Common Stock to be issued and sold by the Company.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 1st, 2022 • ONCOSEC MEDICAL Inc • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of November 30, 2022, between OncoSec Medical Incorporated, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
INTRODUCTIONSecurities Purchase Agreement • March 10th, 2004 • Microislet Inc • Biological products, (no disgnostic substances) • California
UNDERWRITING AGREEMENTUnderwriting Agreement • October 30th, 2024 • Collective Mining Ltd. • Gold and silver ores • Ontario
BMO Nesbitt Burns Inc. (“BMO” or the “Lead Underwriter”) as lead underwriter and sole bookrunner, along with Clarus Securities Inc, Scotia Capital Inc., Roth Canada, Inc., Canaccord Genuity Corp., and Ventum Financial Corp (together with the “Lead Underwriter”, the “Canadian Underwriters”) and Jett Capital Advisors, LLC (the “Non-Canadian Underwriter” and together with the Canadian Underwriters, the “Underwriters” and each individually, an “Underwriter”) hereby severally, and not jointly, nor jointly and severally, in their respective percentages set out in Section 18 below, offer to purchase from Collective Mining Ltd. (the “Corporation”) and the Corporation hereby agrees to issue and sell to the Underwriters, 7,000,000 common shares in the capital of the Corporation (the “Initial Shares”) at a price of $5.00 per Initial Share (the “Offering Price”) for aggregate gross proceeds of $35,000,000.
July 26, 2012Employment Agreement • August 19th, 2016 • Everbridge, Inc. • Services-prepackaged software • Massachusetts
This letter agreement (this “Agreement”) will set forth the terms of your “at-will” employment relationship with Everbridge, Inc., and/or any present or future parent, subsidiary or affiliate thereof (collectively, the “Company”). This Agreement hereby supersedes any and all previous agreements relating to your employment relationship with the Company. The terms of your position with the Company are as set forth below and will be effective only upon, and subject to, the signing of this Agreement and any other agreements or documentation required hereunder, by you and the Company.
ANDAgreement and Plan of Reorganization • August 15th, 2000 • Infospace Inc • Services-computer processing & data preparation • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 4th, 2006 • Jmar Technologies Inc • Measuring & controlling devices, nec • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 28, 2005, by and among JMAR Technologies, Inc., a Delaware corporation, with headquarters located at 10905 Technology Place, San Diego, California 92127 (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 22nd, 2024 • Sigma Additive Solutions, Inc. • Miscellaneous manufacturing industries • Nevada
This Securities Purchase Agreement (this “Agreement”) is dated as of February 15, 2024, between Sigma Additive Solutions, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
REGISTRATION RIGHTS AGREEMENT - CONVERTIBLE NOTERegistration Rights Agreement • December 24th, 2012 • Spy Inc. • Ophthalmic goods • California
This Registration Rights Agreement (this "Agreement") is effective as of December 18, 2012 by and between SPY Inc., a Delaware corporation (the "Company"), and Harlingwood (Alpha) LLC, a Delaware limited liability company ("Investor").
EX-10.11 14 d16274dex1011.htm EX-10.11 April 1, 2015 Kenneth S. Goldman Re: Terms of Employment Dear Kenneth:Terms of Employment • May 5th, 2020 • California
This letter agreement (this “Agreement”) will set forth the terms of your “at-will” employment relationship with Everbridge, Inc., and/or any present or future parent, subsidiary or affiliate thereof (collectively, the “Company”). This Agreement hereby supersedes any and all previous agreements relating to your employment relationship with the Company. The terms of your position with the Company are as set forth below and will be effective only upon, and subject to, the signing of this Agreement and any other agreements or documentation required hereunder, by you and the Company.