Sales Agency Agreement Sample Contracts

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Escondido Innovations, Inc. – Sales Agency Agreement (November 13th, 2017)

This sales agency agreement ("Agreement") confirms the principal business terms of the agreement between Highland Film Group, LLC ("Sales Agent") and Child Support Productions LLC ("Licensor") in connection with Sales Agent's engagement as the exclusive sales agent for the motion picture currently entitled "Child Support" ("Picture") as follows:

Martin Midstream Partners L.P. – Third Amended and Restated Sales Agency Agreement Between Martin Operating Partnership L.P. And Martin Product Sales, Llc (October 25th, 2017)

This THIRD AMENDED AND RESTATED SALES AGENCY AGREEMENT (this "Agreement") is made and entered into August 2, 2017 but effective October 1, 2017 (the "Effective Date") between Martin Operating Partnership L.P. ("Partnership") and Martin Product Sales LLC ("MPS").

First Mid-Illinois Bancshares, Inc. – FIRST MID-ILLINOIS BANCSHARES, INC. Common Stock, $4.00 Par Value Per Share Sales Agency Agreement (August 17th, 2017)

First Mid-Illinois Bancshares, Inc., a Delaware corporation (the "Company"), the holding company for First Mid-Illinois Bank & Trust, N.A., a national bank (the "Bank"), proposes, subject to the terms and conditions stated herein, to sell from time to time through Sandler O'Neill & Partners, L.P. ("Sandler") and FIG Partners, LLC ("FIG"), as sales agent and/or principal (each, an "Agent" and collectively, the "Agents") shares of the common stock, $4.00 par value per share ("Common Stock"), of the Company, having an aggregate gross sales price of up to $20.0 million (the "Shares") on the terms set forth in this agreement (the "Agreement"). The Company agrees that whenever it determines to sell the Common Stock directly to the Agents, as principal or otherwise other than as set forth in Section 2 hereof, it will enter into a separate agreement, which will include customary terms and conditions consistent with the representations, warranties and provisions in this Agreement and which will

Financial Institutions, Inc. – FINANCIAL INSTITUTIONS, INC. Common Stock, $0.01 Par Value Per Share Sales Agency Agreement (May 30th, 2017)

Financial Institutions, Inc., a New York corporation (the Company), the holding company for Five Star Bank, a New York chartered bank (the Bank), proposes, subject to the terms and conditions stated herein, to sell from time to time through Sandler ONeill & Partners, L.P., as sales agent and/or principal (the Agent) shares of the common stock, $.01 par value per share (Common Stock), of the Company, having an aggregate gross sales price of up to $40.0 million (the Shares) on the terms set forth in this agreement (the Agreement). The Company agrees that whenever it determines to sell the Common Stock directly to the Agent, as principal or otherwise other than as set forth in Section 2 hereof, it will enter into a separate agreement, which will include customary terms and conditions consistent with the representations, warranties and provisions in this Agreement and which will be agreed upon by the parties thereto (each, a Terms Agreement).

Banc of California, Inc. Common Stock $.01 Par Value Per Share Sales Agency Agreement (August 4th, 2016)

Banc of California, Inc., a Maryland corporation (the Company), proposes, subject to the terms and conditions stated herein, to sell from time to time to or through Sandler ONeill & Partners, L.P., as sales agent (the Agent or you), shares of voting common stock, $.01 par value per share (Common Stock) of the Company, having an aggregate gross sales price not to exceed $500,000,000.00 (the Shares) on the terms set forth in this agreement (this Agreement). The Company agrees that whenever it determines to sell the Common Stock directly to the Agent, as principal or otherwise other than as set forth in Section 2 hereof, it will enter into a separate agreement, which will include customary terms and conditions consistent with the representations, warranties and provisions in this Agreement and which will be agreed upon by the parties thereto (each, a Terms Agreement).

Exceed World, Inc. – Sales Agency Agreement (July 7th, 2016)

This SALES AGENCY AGREEMENT ("Agreement") is entered into effective as of May 1, 2016 (the "Effective Date") between E&F Co., Ltd, a Japan corporation with principal offices at 1-2-38-8F, Esaka-cho, Suita-shi, Osaka 564-0063, Japan (the "Company") and Exceed Japan Co., Ltd, , a Japan corporation with its principal place of business at 4-3-8-8F, Nishinakajima, Yodogawa-ku, Osaka-shi, Osaka, 532-0011, Japan (the "Supplier").

Exceed World, Inc. – Sales Agency Agreement (May 25th, 2016)

This SALES AGENCY AGREEMENT ("Agreement") is entered into effective as of May 1, 2016 (the "Effective Date") between E&F Co., Ltd, a Japan corporation with principal offices at 1-2-38-8F, Esaka-cho, Suita-shi, Osaka 564-0063, Japan (the "Company") and Exceed Japan Co., Ltd, , a Japan corporation with its principal place of business at 4-3-8-8F, Nishinakajima, Yodogawa-ku, Osaka-shi, Osaka, 532-0011, Japan (the "Supplier").

AVISTA CORPORATION (A Washington Corporation) Common Stock SALES AGENCY AGREEMENT (March 2nd, 2016)
AVISTA CORPORATION (A Washington Corporation) Common Stock SALES AGENCY AGREEMENT (March 2nd, 2016)

Avista Corporation, a Washington corporation (the "Company"), confirms its agreement (the "Agreement") with Merrill Lynch, Pierce, Fenner & Smith Incorporated (the "Sales Agent"), whereby the Company, subject to the terms and conditions set forth herein, may from time to time offer shares ("Shares") of its Common Stock, without nominal or par value ("Common Stock"), and the Sales Agent, subject to such terms and conditions, shall offer Shares for sale as the Company's sales agent or, in limited circumstances with the agreement of both the Company and the Sales Agent, may purchase Shares as principal.

AVISTA CORPORATION (A Washington Corporation) Common Stock SALES AGENCY AGREEMENT (March 2nd, 2016)

Avista Corporation, a Washington corporation (the "Company"), confirms its agreement (the "Agreement") with Credit Suisse Securities (USA) LLC (the "Sales Agent"), whereby the Company, subject to the terms and conditions set forth herein, may from time to time offer shares ("Shares") of its Common Stock, without nominal or par value ("Common Stock"), and the Sales Agent, subject to such terms and conditions, shall offer Shares for sale as the Company's sales agent or, in limited circumstances with the agreement of both the Company and the Sales Agent, may purchase Shares as principal.

AVISTA CORPORATION (A Washington Corporation) Common Stock SALES AGENCY AGREEMENT (March 2nd, 2016)
Lm Funding America, Inc. – LM FUNDING AMERICA, INC. Public Offering of Units Maximum: 2,000,000 Units Minimum: 1,200,000 Units SALES AGENCY AGREEMENT (October 23rd, 2015)
Univision Holdings, Inc. – Execution Copy 2011 International Sales Agency Agreement (August 14th, 2015)

This 2011 INTERNATIONAL SALES AGENCY AGREEMENT (this Agreement) is entered into as of December 20, 2010 by and between Univision Communications Inc. (Univision) and Televisa, S.A. de C.V. (Televisa), and shall be effective as of January 1, 2011. Capitalized terms used but not defined herein shall have the meanings set forth on Annex 1 attached hereto.

Lm Funding America, Inc. – LM FUNDING AMERICA, INC. Public Offering of Units Maximum: 2,000,000 Units Minimum: 1,200,000 Units SALES AGENCY AGREEMENT (August 7th, 2015)
Lm Funding America, Inc. – LM FUNDING AMERICA, INC. Public Offering of Units Maximum: Units Minimum: Units SALES AGENCY AGREEMENT (June 25th, 2015)
BioCorRx Inc. – Sales Agency Agreement (March 24th, 2015)

This SALES AGENCY AGREEMENT (the "Agreement") is entered into effective as of March 20, 2015 by and between BioCorRx Inc. ("Company"), a Nevada Corporation with principal offices at 601 North Parkcenter Drive, Suite 103, Santa Ana, CA 92705 and Myriad Medical Marketing ("Representative"), a California Corporation with its principal place of business at 1150 El Camino Road, Suite 108, Corona, CA 92879.

SFX Entertainment, INC – Sales Agency Agreement (March 16th, 2015)

This Sales Agency Agreement (this Agreement) is made and entered into by and between SFX-94 LLC, a Delaware limited liability company (Agent), and Viggle Inc., a Delaware corporation (Viggle), as of this 22nd day of January, 2015 (Commencement Date).

Gateway Inds Inc – Sales Agency Agreement (January 23rd, 2015)

This Sales Agency Agreement (this "Agreement") is made and entered into by and between SFX-94 LLC, a Delaware limited liability company ("Agent"), and Viggle Inc., a Delaware corporation ("Viggle"), as of this 22nd day of January, 2015 ("Commencement Date").

Village Bank and Trust Financial Corp. – Up to 1,051,866 Shares Village Bank and Trust Financial Corp. (A Virginia Corporation) Common Stock (Par Value $4.00 Per Share) SALES AGENCY AGREEMENT January __, 2015 (January 15th, 2015)
Village Bank and Trust Financial Corp. – Up to 1,051,866 Shares Village Bank and Trust Financial Corp. (A Virginia Corporation) Common Stock (Par Value $4.00 Per Share) SALES AGENCY AGREEMENT December __, 2014 (December 19th, 2014)
Meta Financial Group, Inc. Common Stock Par Value $0.01 Per Share Sales Agency Agreement (December 17th, 2014)

Meta Financial Group, Inc., a Delaware corporation (the "Company"), proposes, subject to the terms and conditions stated herein, to sell from time to time through Sandler O'Neill & Partners, L.P., as sales agent (the "Agent" or "you"), shares of the common stock, par value $0.01 per share ("Common Stock") of the Company, having an aggregate gross sales price of up to $26.0 million (the "Shares") on the terms set forth in this agreement (this "Agreement"). The Company agrees that whenever it determines to sell the Shares directly to the Agent, as principal or otherwise, other than as set forth in Section 2 hereof, it will enter into a separate agreement, which will include customary terms and conditions consistent with the representations, warranties and provisions in this Agreement and which will be agreed upon by the parties thereto (each, a "Terms Agreement").

Peapack-Gladstone Financial Corporation – Peapack-Gladstone Financial Corporation COMMON STOCK NO PAR VALUE PER SHARE SALES AGENCY AGREEMENT (October 23rd, 2014)

Peapack-Gladstone Financial Corporation, a bank holding company organized under the laws of the State of New Jersey (the "Company") confirms its agreement (this "Agreement") with Sandler O'Neill & Partners, L.P. (the "Agent" or "you"), as follows:

F & M Bank Corporation – F & M BANK CORP. Up to $10,000,000 of ___% Series a Noncumulative Mandatorily Convertible Preferred Stock SALES AGENCY AGREEMENT (August 19th, 2014)
Sotherly Hotels Lp – Sotherly Hotels Inc. Common Stock Par Value $0.01 Per Share Sales Agency Agreement (July 9th, 2014)

Sotherly Hotels Inc., a Maryland corporation (the Company), and Sotherly Hotels LP, a Delaware limited partnership (the Operating Partnership and together with the Company, the Transaction Entities), confirm their agreement (this Agreement) with Sandler ONeill & Partners, L.P. (the Agent or you), as follows:

John C. Donnelly Phone: (313) 393-3054 Managing Director Fax: (313) 446-9955 (March 4th, 2014)
John C. Donnelly Phone: (313) 393-3054 Managing Director Fax: (313) 446-9955 (February 3rd, 2014)
OXBRIDGE RE HOLDINGS Ltd – The Undersigned, a Holder of Ordinary Shares, Par Value $0.0001 Per Share (Ordinary Shares), or Rights to Acquire Ordinary Shares, of Oxbridge Re Holdings Limited, a Cayman Islands Exempted Company (The Company), Understands That Capitol Securities Management, Inc. (Capitol), as Representative of Certain Firms (The Sales Agents), Proposes to Enter Into an Sales Agency Agreement (The Sales Agency Agreement) With the Company Providing for the Public Offering (The Public Offering) by the Several Sales Agents of Units, With Each Unit Consisting of One Ordinary Share, $0.0001 Par Value, and One War (January 27th, 2014)
OXBRIDGE RE HOLDINGS Ltd – OXBRIDGE RE HOLDINGS LIMITED Public Offering of Units Maximum: Units Minimum: Units SALES AGENCY AGREEMENT (January 27th, 2014)
Sales Agency Agreement (July 12th, 2013)

Sales Agency Agreement (this "Agreement"), dated July 12, 2013, between IDACORP, INC., an Idaho corporation (the "Company"), and BNY MELLON CAPITAL MARKETS, LLC, a registered broker-dealer organized under the laws of Delaware ("BNYMCM").

Pulaski Financial Corporation – Up to $10,000,000 Pulaski Financial Corp. Common Stock Par Value $0.01 Per Share Sales Agency Agreement (May 7th, 2013)

Pulaski Financial Corp., a Missouri corporation (the Company), proposes to sell from time to time through Sandler ONeill & Partners, L.P., as sales agent (the Agent or you), shares of the common stock, par value $0.01 per share (Common Stock) of the Company, having an aggregate gross sales price of up to $10,000,000 (the Shares), subject to the terms and conditions set forth in this agreement (this Agreement). The Company agrees that whenever it determines to sell the Common Stock directly to the Agent, as principal or otherwise other than as set forth in Section 2 hereof, it will enter into a separate agreement, which will include customary terms and conditions consistent with the representations, warranties and provisions in this Agreement and which will be agreed upon by the parties thereto (each, a Terms Agreement). Pulaski Bank, a wholly-owned subsidiary of the Company (the Bank), is also a party to this Agreement.

Martin Midstream Partners L.P. – Amended and Restated Sales Agency Agreement Between Martin Operating Partnership L.P. And Martin Product Sales, Llc (March 4th, 2013)

This AMENDED AND RESTATED SALES AGENCY AGREEMENT (this "Agreement") is made and entered into effective August 1, 2008 (the "Effective Date") between Martin Operating Partnership L.P. ("Partnership") and Martin Product Sales LLC ("MPS").

Inland Real Estate Corporation – Sales Agency Agreement (November 16th, 2012)

SALES AGENCY AGREEMENT, dated as of November 16, 2012 (this Agreement), by and between Inland Real Estate Corporation, a Maryland corporation (the Company), and BMO Capital Markets Corp., a registered broker-dealer organized under the laws of Delaware (BMOCMC), Jefferies & Company, Inc., a registered broker-dealer organized under the laws of Delaware (Jefferies) and KeyBanc Capital Markets Inc., a registered broker-dealer organized under the laws of Ohio (KBCM). Each of BMOCMC, Jefferies and KBCM is referred to herein as an Agent, and collectively they are referred to as the Agents.

Eagle Bancorp, Inc. – Amendment to Sales Agency Agreement (October 19th, 2012)

This Amendment (the Amendment) to the Sales Agency Agreement (the Agreement), dated as of April 30, 2012, by and among Eagle Bancorp, Inc., a Maryland corporation (the Company), EagleBank, a Maryland chartered commercial bank and the wholly owned subsidiary of the Company (the Bank), and Sandler ONeill + Partners, L.P., as sales agent (the Agent), made as of this 19th day of October, 2012.

Umami Sustainable Seafood – Sales Agency Agreement (October 12th, 2012)

Atlantis Group hf. a Limited-Liability Company, registered under the Laws of Iceland, at the Company registration with the reg.no. 700805-1580, Storhofda 15 Reykjavik, Iceland (the "Agent")

Sales Agency Agreement (October 10th, 2012)

GD Glottech International Ltd. ("Glottech"), a company formed under Irish law, whose principal office address is 36 Dame Street, Dublin 2, Ireland;