s-3-a Sample Contracts

Dirtt Environmental Solutions LTDDIRTT ENVIRONMENTAL SOLUTIONS LTD., As Issuer COMPUTERSHARE TRUST COMPANY OF CANADA, As Canadian Trustee and COMPUTERSHARE TRUST COMPANY, NATIONAL ASSOCIATION, As U.S. Trustee Indenture Dated as of [●], [●] Debt Securities (January 6th, 2021)

INDENTURE dated as of , 20 , between DIRTT Environmental Solutions Ltd., a corporation duly incorporated under the laws of Alberta, Canada (the “Company”), Computershare Trust Company of Canada, a trust company organized under the laws of Canada (the “Canadian Trustee”), and Computershare Trust Company, National Association, a national banking association organized under the laws of the United States (the “U.S. Trustee”).

Green Brick Partners, Inc.GREEN BRICK PARTNERS, INC. as Issuer, and as Trustee FORM OF INDENTURE Dated as of Debt Securities (December 1st, 2020)

THIS INDENTURE, dated as of , by and between Green Brick Partners, Inc., a Delaware corporation (the “Issuer”), and [ ], a national banking association, as trustee (the “Trustee”).

Paramount Gold Nevada Corp.PARAMOUNT GOLD NEVADA CORP. (October 23rd, 2020)

INDENTURE, dated as of , , by and between Paramount Gold Nevada Corp., a Nevada corporation, as Issuer (the “Company”) and , a organized under the laws of , as Trustee (the “Trustee”).

Leap Therapeutics, Inc.INDENTURE (October 14th, 2020)

INDENTURE, dated as of , 20 , among Leap Therapeutics, Inc., a Delaware corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”):

Purple Innovation, Inc.PURPLE INNOVATION, INC. (a Delaware corporation) [ ● ] Shares of Class A Common Stock UNDERWRITING AGREEMENT (September 8th, 2020)

Purple Innovation, Inc., a Delaware corporation (the “Company”), and InnoHold, LLC (the “Selling Stockholder”), confirm their respective agreements with BofA Securities, Inc. (the “Underwriter”), with respect to (i) the sale by the Selling Stockholder and the purchase by the Underwriter of [ ● ] shares of Class A common stock, par value $0.0001 per share, of the Company (“Class A Common Stock”) set forth in Schedules A and B hereto and (ii) the grant by the Selling Stockholder to the Underwriter of the option described in Section 2(b) hereof to purchase all or any part of [ ● ] additional shares of Class A Common Stock. The aforesaid [ ● ] shares of Class A Common Stock (the “Initial Securities”) to be purchased by the Underwriter and all or any part of the [ ● ] shares of Class A Common Stock subject to the option described in Section 2(b) hereof (the “Option Securities”) are herein called, collectively, the “Securities.”

Applied Therapeutics Inc.Applied Therapeutics, Inc. Up to $100,000,000 of Common Stock ($0.0001 par value) Equity Distribution Agreement (June 12th, 2020)
Axovant Gene Therapies Ltd.AXOVANT GENE THERAPIES LTD. COMMON SHARES SALES AGREEMENT (June 11th, 2020)

Axovant Gene Therapies Ltd. (the “Company”), confirms its agreement (this “Agreement”) with SVB Leerink LLC (“SVB Leerink”), as follows:

Aikido Pharma Inc.INFORMATION IN THE MARKED SECTIONS OF THIS MASTER LICENSE AGREEMENT HAS BEEN OMITTED BECAUSE IT IS NOT MATERIAL AND WOULD LIKELY CAUSE COMPETITIVE HARM IF PUBLICLY FILED. (June 8th, 2020)

This Master License Agreement (“Agreement”) is effective as of the date of the last signature on the signature page (“Effective Date”) and is made by and between the University of Maryland, Baltimore (“University”), a public university that is part of the University System of Maryland (which is a public corporation and an instrumentality of the State of Maryland), and Aikido Pharma Inc., a Delaware corporation (“Company”) (collectively referred to as the “Parties”).

Aikido Pharma Inc.AIKIDO PHARMA INC., as ISSUER and [ ], as INDENTURE TRUSTEE INDENTURE Dated as of [ ] (June 8th, 2020)

Each party agrees as follows for the benefit of the other party and for the equal and ratable benefit of the Holders of the Securities issued under this Indenture.

PG&E CorpINDENTURE OF MORTGAGE (MORTGAGE) Dated as of [•], 2020 This is a Security Agreement as well as a Mortgage of Real Estate and Other Property PACIFIC GAS AND ELECTRIC COMPANY, ISSUER (MORTGAGOR) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., TRUSTEE ... (May 22nd, 2020)

INDENTURE OF MORTGAGE (this “Indenture”), dated as of [•], between PACIFIC GAS AND ELECTRIC COMPANY, a corporation duly organized and existing under the laws of the State of California (the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized under the laws of the United States of America, as Trustee and Mortgagee (the “Trustee”).

Purple Innovation, Inc.PURPLE INNOVATION, INC. (a Delaware corporation) [●] Shares of Class A Common Stock UNDERWRITING AGREEMENT (May 12th, 2020)
AgEagle Aerial Systems Inc.AGEAGLE AERIAL SYSTEMS INC. Issuer AND [TRUSTEE] Trustee (May 4th, 2020)

INDENTURE, dated as of [·], 20[·], among AgEagle Aerial Systems Inc., a Nevada corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”).

Pulse Biosciences, Inc.WARRANT AGENCY AGREEMENT (May 1st, 2020)

WARRANT AGENCY AGREEMENT made as of [_______] (“Issuance Date”), between Pulse Biosciences, Inc., a Delaware corporation (“Company”), with offices at 3957 Point Eden Way, Hayward, California 94545, and Broadridge Corporate Issuer Solutions, Inc. (“Warrant Agent”), with offices at 51 Mercedes Way, Edgewood, NY 11717 (the “Warrant Agreement”).

PG&E CorpPG&E Corporation Reconciliation and Tie Between Trust Indenture Act of 1939 and Senior Note Indenture, dated as of _____, 2020 (April 13th, 2020)

THIS SENIOR NOTE INDENTURE (this "Indenture") is made as of _____, 2020, between PG&E CORPORATION, a corporation duly organized and existing under the laws of the State of California (herein called the "Company"), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee (herein called the "Trustee").

PG&E CorpPG&E Corporation Reconciliation and Tie Between Trust Indenture Act of 1939 and Indenture, dated as of _____, 2020 (April 13th, 2020)

THIS INDENTURE (this "Indenture") is made as of _____, 2020, between PG&E CORPORATION, a corporation duly organized and existing under the laws of the State of California (herein called the "Company"), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as Trustee (herein called the "Trustee").

PG&E CorpINDENTURE OF MORTGAGE (MORTGAGE) Dated as of This is a Security Agreement as well as a Mortgage of Real Estate and Other Property PACIFIC GAS AND ELECTRIC COMPANY, ISSUER (MORTGAGOR) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., TRUSTEE ... (April 13th, 2020)

INDENTURE OF MORTGAGE (this “Indenture”), dated as of [●], between PACIFIC GAS AND ELECTRIC COMPANY, a corporation duly organized and existing under the laws of the State of California (the “Company”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association organized under the laws of the United States of America, as Trustee (the “Trustee”).

Precipio, Inc.FORM OF SUBORDINATED INDENTURE by and between PRECIPIO, INC. as Issuer, and as Trustee Dated as of ______________ (April 9th, 2020)

SUBORDINATED INDENTURE (this “Indenture”), dated as of ________, by and between PRECIPIO, INC., a Delaware corporation (the “Company”), as issuer, and ______________, a ____________, as trustee (the “Trustee”).

ChinaNet Online Holdings, Inc.Technical Development (Commission) Contract (February 12th, 2020)
Braemar Hotels & Resorts Inc.ASHFORD SECURITIES LLC FORM OF DEALER MANAGER AGREEMENT (January 24th, 2020)
Braemar Hotels & Resorts Inc.FORM OF PARTICIPATING BROKER-DEALER AGREEMENT WITH ASHFORD SECURITIES LLC (January 24th, 2020)

Ashford Securities LLC (the “Dealer Manager”) entered into a dealer manager agreement, dated as of , 2020 (the “Dealer Manager Agreement”), with Braemar Hotels & Resorts, Inc , a Maryland corporation (the “Company”), under which the Dealer Manager agreed to use its best efforts to solicit subscriptions in connection with the public offering (the “Primary Offering”) for up to 20,000,000 shares (the “Offering”) of the Company’s Series E Redeemable Preferred Stock, par value $0.01 per share (“Series E Preferred Stock”) or Series M Redeemable Preferred Stock, par value $0.01 per share (“Series M Preferred Stock” and together with the Series E Preferred Stock, the “Shares”) in the primary offering. The offering also covers the shares of common stock that may be issuable upon redemption of the Series E or Series M Preferred Stock. Each Share will be sold at a public offering price of $25.00 per Share. The offering also covers up to 8,000,000 shares of Series E Preferred Stock or Series M Pre

Braemar Hotels & Resorts Inc.Subscription Agreement (January 24th, 2020)
BofA Finance LLCBofA Finance LLC Senior Medium-Term Notes, Series A Fully and Unconditionally Guaranteed by Bank of America Corporation MASTER REGISTERED GLOBAL SENIOR NOTE (December 30th, 2019)

This Master Registered Global Senior Note (this “Note”) is a Global Security within the meaning of the Indenture dated as of August 23, 2016, as supplemented from time to time (the “Indenture”), by and among BofA Finance LLC (the “Company”), Bank of America Corporation (the “Guarantor”) and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) under the Indenture and is registered in the name of Cede & Co., as the nominee of The Depository Trust Company (55 Water Street, New York, New York) (the “Depository”). This Note is not exchangeable for definitive or other Notes registered in the name of a person other than the Depository or its nominee, except in the limited circumstances described in the Indenture or in this Note, and no transfer of this Note (other than a transfer as a whole by the Depository to a nominee of the Depository or by a nominee of the Depository to the Depository or another nominee of the Depository or by the Depository or any such nominee to

BofA Finance LLCFIRST SUPPLEMENTAL INDENTURE AMONG BofA FINANCE LLC, as Issuer BANK OF AMERICA CORPORATION, as Guarantor AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee DATED AS OF DECEMBER 30, 2019 Supplementing the Senior Debt Securities Indenture ... (December 30th, 2019)

THIS FIRST SUPPLEMENTAL INDENTURE, dated as of December 30, 2019 (the “First Supplemental Indenture”), among BofA FINANCE LLC, a Delaware limited liability company, as Issuer (the “Company”), BANK OF AMERICA CORPORATION, a Delaware corporation, as Guarantor (the “Guarantor”), and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking association, as Trustee (the “Trustee”), under the Indenture referred to herein.

BofA Finance LLCBofA FINANCE LLC Senior Medium-Term Notes, Series A Fully and Unconditionally Guaranteed by Bank of America Corporation DISTRIBUTION AGREEMENT (December 30th, 2019)

representation and warranty in Section 2(a)(iii) of the Distribution Agreement shall be deemed to be a representation and warranty as of the Initial Sale Time in relation to the Disclosure Package as provided in Section 2(a)(iii).

Senseonics, IncANY SUBSIDIARY GUARANTORS PARTY HERETO, as Subsidiary Guarantors, AND [TRUSTEE], Trustee (December 18th, 2019)

INDENTURE, dated as of [·], 20 , among SENSEONICS HOLDINGS, INC., a Delaware corporation (the “Company”), each of the Subsidiary Guarantors (as hereinafter defined) parties hereto and [TRUSTEE], as trustee (the “Trustee”):

International Money Express, Inc.INTERNATIONAL MONEY EXPRESS, INC. (September 5th, 2019)
electroCore, Inc.ELECTROCORE, INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A.. as Trustee INDENTURE Dated as of , Senior Debt Securities (August 16th, 2019)

INDENTURE, dated as of , between electroCore, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).

electroCore, Inc.ELECTROCORE, INC. and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee INDENTURE Dated as of , Subordinated Debt Securities (August 16th, 2019)

INDENTURE, dated as of , between electroCore, Inc., a Delaware corporation (the “Company”), and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (the “Trustee”).

General Finance CORPContract (August 13th, 2019)

This THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of ________, 20__, among GENERAL FINANCE CORPORATION, a Delaware corporation (the “Company”), and ___________, as trustee (the “Trustee”).

MTBC, Inc.MTBC, INC. 11% Series A Cumulative Redeemable Perpetual Preferred Stock (par value $0.001 per share) At Market Issuance Sales Agreement (July 12th, 2019)
Aileron Therapeutics IncAileron Therapeutics, Inc. Common Stock ($0.001 par value per share) Capital on Demand™ Sales Agreement (July 1st, 2019)

Aileron Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with JonesTrading Institutional Services LLC (the “Agent”), as follows:

Fortress Biotech, Inc.FORTRESS BIOTECH, INC. Common Stock (par value $0.001 per share) At Market Issuance Sales Agreement (June 28th, 2019)
Aethlon Medical IncAethlon Medical, Inc. and _____________, As Warrant Agent Form of Debt Securities Warrant Agreement Dated As Of __________ (June 18th, 2019)

This Debt Securities Warrant Agreement (this “Agreement”), dated as of [●], between Aethlon Medical, Inc., a Nevada corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).

Aethlon Medical IncAethlon Medical, Inc. and _____________, As Warrant Agent Form of Common Stock Warrant Agreement Dated As Of __________ (June 18th, 2019)

This Common Stock Warrant Agreement (this “Agreement”), dated as of [●], between Aethlon Medical, Inc., a Nevada corporation (the “Company”), and [●], a [corporation] [national banking association] organized and existing under the laws of [●] and having a corporate trust office in [●], as warrant agent (the “Warrant Agent”).

aTYR PHARMA INCAMENDMENT NO. 1 TO COMMON STOCK SALES AGREEMENT (June 18th, 2019)

aTyr Pharma, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (the “Agent”) are parties to that certain Common Stock Sales Agreement dated May 21, 2019 (the “Original Agreement”). All capitalized terms not defined herein shall have the meanings ascribed to them in the Original Agreement. The parties, intending to be legally bound, hereby amend the Original Agreement as follows: