Sales Agreement Sample Contracts

Sales Agreement
Sales Agreement • January 26th, 2024 • Bridger Aerospace Group Holdings, Inc. • Services-business services, nec • New York

Bridger Aerospace Group Holdings, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Stifel, Nicolaus & Company, Incorporated (“Stifel”) and Virtu Americas LLC (“Virtu”; each an “Agent” and together, the “Agents”), as follows:

NEWAMSTERDAM PHARMA COMPANY N.V. ORDINARY SHARES SALES AGREEMENT
Sales Agreement • December 7th, 2023 • NewAmsterdam Pharma Co N.V. • Pharmaceutical preparations • New York

NewAmsterdam Pharma Company N.V., a public limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:

HEALTHCARE TRIANGLE, INC. COMMON STOCK ATM SALES AGREEMENT
Sales Agreement • January 5th, 2024 • Healthcare Triangle, Inc. • Services-computer integrated systems design • New York

Healthcare Triangle, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Dawson James Securities, Inc., as follows:

PIMCO CORPORATE & INCOME OPPORTUNITY FUND COMMON SHARES CAPITAL ON DEMAND™ THIRD AMENDED AND RESTATED SALES AGREEMENT
Sales Agreement • September 28th, 2023 • Pimco Corporate & Income Opportunity Fund • New York

PIMCO Corporate & Income Opportunity Fund, an unincorporated voluntary association with transferable shares organized and existing under and by virtue of the laws of The Commonwealth of Massachusetts (commonly referred to as a Massachusetts business trust) (the “Fund”), Pacific Investment Management Company LLC, a Delaware limited liability company (the “Manager”), and JonesTrading Institutional Services LLC (“Jones”) previously entered into a Capital on Demand™ Second Amended and Restated Sales Agreement dated October 5, 2021, as amended (the “Original Agreement”). The parties hereby amend and restate the Original Agreement and the parties hereto collectively confirm their agreement in the form of this Capital on Demand™ Third Amended and Restated Sales Agreement (this “Agreement”), which supersedes and replaces the Original Agreement, as follows:

GLADSTONE COMMERCIAL CORPORATION UP TO $50,000,000 OF SHARES SERIES D PREFERRED STOCK CONTROLLED EQUITY OFFERINGSM SALES AGREEMENT
Sales Agreement • June 23rd, 2016 • Gladstone Commercial Corp • Lessors of real property, nec • New York

GLADSTONE COMMERCIAL CORPORATION, a Maryland corporation (the “Company”), and GLADSTONE COMMERCIAL LIMITED PARTNERSHIP, a Delaware limited partnership (the “Operating Partnership”), confirm their agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co”), as follows:

SALES AGREEMENT
Sales Agreement • January 2nd, 2024 • Cibus, Inc. • Agricultural chemicals • New York
MEDICINOVA, INC. Common Stock (par value $0.001 per share) At-the-Market Issuance Sales Agreement
Sales Agreement • May 22nd, 2015 • Medicinova Inc • Pharmaceutical preparations • New York

MediciNova, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”), with MLV & Co. LLC (“MLV”), as follows:

LIGAND PHARMACEUTICALS INCORPORATED DOCS® ATM financing facility $24,000,000 of Common Stock, $0.001 par value SALES AGREEMENT October 11, 2013
Sales Agreement • October 16th, 2013 • Ligand Pharmaceuticals Inc • Pharmaceutical preparations • New York

THIS SALES AGREEMENT (the “Agreement”) dated as of October 11, 2013 between Meyers Associates, L.P. (doing business as Brinson Patrick, a division of Meyers Associates, L.P.), having its principal office at 3 Columbus Circle, 15th Floor, New York, New York 10019 (the “Sales Manager”) and Ligand Pharmaceuticals Incorporated, a corporation organized and existing under the laws of the State of Delaware (the “Company”).

Controlled Equity OfferingSM Sales Agreement
Sales Agreement • October 16th, 2019 • Guggenheim Taxable Municipal Managed Duration Trust • New York

Guggenheim Taxable Municipal Managed Duration Trust, a statutory trust organized under the laws of the State of Delaware (the “Fund”), and Guggenheim Funds Investment Advisors, LLC, a Delaware limited liability company (the “Adviser”), confirm their agreement (this “Agreement”) with Cantor Fitzgerald & Co. (“CF&Co”), as follows:

BGC PARTNERS, INC. UP TO $300,000,000 OF SHARES OF CLASS A COMMON STOCK CONTROLLED EQUITY OFFERINGSM SALES AGREEMENT
Sales Agreement • March 9th, 2018 • BGC Partners, Inc. • Security & commodity brokers, dealers, exchanges & services • New York

BGC PARTNERS, INC., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with CANTOR FITZGERALD & CO. (“CF&Co” and, together with the Company, the “Parties”), as follows:

CASI PHARMACEUTICALS, inc. cOMMON STOCK SALES AGREEMENT
Sales Agreement • October 29th, 2021 • CASI Pharmaceuticals, Inc. • Biological products, (no disgnostic substances) • New York
PHOENIX EQUITY PLANNING CORPORATION Hartford, CT 06115-0480
Sales Agreement • April 28th, 2008 • Phoenix Insight Funds Trust • Connecticut

Phoenix Equity Planning Corporation (“PEPCO”, “we”, “us”, or “our”) invites you to participate in the sale and distribution of shares of registered investment companies (which shall collectively be referred to hereinafter as the “Funds”) for which we are national distributor or principal underwriter, and which may be listed in Annex A hereto which such Annex may be amended by us from time to time. Upon acceptance of this agreement by PEPCO, you may offer and sell shares of each of the Funds (hereafter “Shares”) subject, however, to the terms and conditions hereof including our right to suspend or cease the sale of such shares. For the purposes hereof, the above referenced dealer shall be referred to as “you”.

Retail Opportunity Investments Corp. Common Stock ($0.0001 par value per share) SALES AGREEMENT
Sales Agreement • May 2nd, 2018 • Retail Opportunity Investments Partnership, LP • Real estate investment trusts • New York
KILROY REALTY CORPORATION SALES AGREEMENT
Sales Agreement • December 12th, 2014 • Kilroy Realty, L.P. • Real estate investment trusts • New York

Commission has not notified the Company of any objection to the use of the form of the Registration Statement or any post-effective amendment thereto; the Company has not received from the Commission any notice pursuant to Rule 401(g)(2) of the Securities Act objecting to the use of the automatic shelf registration statement form; and to our knowledge FINRA has not raised objection to the fairness and reasonableness of the underwriting terms and arrangements;

22nd Century group, inc. common stock SALES AGREEMENT
Sales Agreement • March 10th, 2023 • 22nd Century Group, Inc. • Cigarettes • New York
RIVERNORTH OPPORTUNITIES FUND, INC. UP TO 3,300,000 SHARES OF COMMON STOCK Capital On Demand™ SALES AGREEMENT
Sales Agreement • September 4th, 2018 • Rivernorth Opportunities Fund, Inc. • New York

RiverNorth Opportunities Fund, Inc., a Maryland corporation (the “Fund”), ALPS Advisors Inc., a Colorado corporation (the “Adviser”), and RiverNorth Capital Management, LLC, a Delaware limited liability company (the “Subadviser” and together with the Adviser, the “Advisers”), confirm their agreement (this “Agreement”) with JonesTrading Institutional Services LLC (“Jones”), as follows:

HEALTHCARE REALTY TRUST INCORPORATED 5,868,697 SHARES SALES AGREEMENT
Sales Agreement • May 5th, 2017 • Healthcare Realty Trust Inc • Real estate investment trusts • New York

HEALTHCARE REALTY TRUST INCORPORATED, a Maryland corporation (the “Company”), confirms its agreement (this “Agreement”) with Fifth Third Securities, Inc. (“Agent”), as follows:

GLADSTONE INVESTMENT CORPORATION Up to $50,000,000 Shares of Common Stock SALES AGREEMENT
Sales Agreement • August 8th, 2023 • Gladstone Investment Corporation\de • New York
MIRUM PHARMACEUTICALS, INC. Shares of Common Stock ($0.0001 par value per share) SALES AGREEMENT
Sales Agreement • November 2nd, 2023 • Mirum Pharmaceuticals, Inc. • Pharmaceutical preparations • New York

Mirum Pharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Leerink Partners LLC and Cantor Fitzgerald & Co. (each, an “Agent” and together, the “Agents”), as follows:

CALAMOS GLOBAL TOTAL RETURN FUND UP TO 2,871,921 COMMON SHARES OF BENEFICIAL INTEREST CAPITAL ON DEMAND™ SALES AGREEMENT
Sales Agreement • September 30th, 2011 • Calamos Global Total Return Fund • New York

CALAMOS GLOBAL TOTAL RETURN FUND, a Delaware statutory trust (the “Fund”), CALAMOS ADVISORS LLC, a Delaware limited liability company (the “Adviser”) confirm their agreement (this “Agreement”) with JONESTRADING INSTITUTIONAL SERVICES LLC (“Jones”) as follows:

Gracell Biotechnologies Inc. Shares of American Depositary Shares Each Representing Five Ordinary Shares (par value US$0.0001 per share) Controlled Equity OfferingSM Sales Agreement
Sales Agreement • April 28th, 2022 • Gracell Biotechnologies Inc. • Pharmaceutical preparations • New York

Gracell Biotechnologies, Inc., an exempted company incorporated with limited liability under the laws of Cayman Islands (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. and BTIG, LLC (each an “Agent” and, collectively, the “Agents”), as follows:

At-the-market SALES AGREEMENT
Sales Agreement • June 14th, 2021 • OncoCyte Corp • In vitro & in vivo diagnostic substances • New York

OncoCyte Corporation, a California corporation (the “Company”), confirms its agreement (this “Agreement”) with BTIG, LLC in its capacity as sales agent for the Company (“BTIG” and, together with the Company, the “Parties”), as follows:

SPROTT PHYSICAL GOLD AND SILVER TRUST Trust Units Amended and Restated Sales Agreement
Sales Agreement • November 2nd, 2020 • Sprott Physical Gold & Silver Trust • Commodity contracts brokers & dealers • New York

Reference is made to the Controlled Equity OfferingSM Sales Agreement, dated March 1, 2019, including the Schedules thereto (the “Sales Agreement”), by and among Sprott Physical Gold and Silver Trust, a trust formed and organized under the laws of the Province of Ontario (the “Trust”), and managed by Sprott Asset Management LP, a limited partnership organized under the laws of the Province of Ontario (the “Manager”), Cantor Fitzgerald & Co. (“Cantor”) and Virtu Americas LLC (“Virtu” and together with Cantor, the “U.S. Agents”, and each a “U.S. Agent”), as amended by Amendment No. 1 thereto dated January 29, 2020 pursuant to which the Trust agreed to sell through the U.S Agents, as sales agents, units of the Trust. The Trust, the Manager, the U.S. Agents and Virtu ITG Canada Corp. (the “Canadian Agent” and together with the U.S. Agents, the “Agents”, and each an “Agent”) each confirm their agreement (this “Agreement”) that the Sales Agreement is amended and restated and superseded in it

SONO GROUP N.V. Ordinary Shares (nominal value €0.06 per share) At Market Issuance Sales Agreement
Sales Agreement • December 8th, 2022 • Sono Group N.V. • Motor vehicles & passenger car bodies • New York
TIER REIT, INC. SHARES OF COMMON STOCK CONTROLLED EQUITY OFFERING SALES AGREEMENT
Sales Agreement • November 5th, 2018 • Tier Reit Inc • Real estate investment trusts • New York

TIER REIT, Inc., a Maryland corporation (the “Company”), and Tier Operating Partnership LP, a Texas limited partnership and the Company’s operating partnership (the “Operating Partnership”), confirm their agreement (this “Agreement”) with Robert W. Baird & Co. Incorporated (the “Agent”), as follows:

BIOSIG TECHNOLOGIES, INC. Common Stock (par value $0.001 per share) At-The- Market Issuance Sales Agreement
Sales Agreement • September 15th, 2023 • BioSig Technologies, Inc. • Electromedical & electrotherapeutic apparatus • New York

BioSig Technologies, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Ascendiant Capital Markets, LLC (the “Agent”), as follows:

VP Distributors, Inc. Hartford, CT 06103
Sales Agreement • September 24th, 2010 • Virtus Equity Trust • Connecticut

VP Distributors, Inc. (“VPD”, “we”, “us”, or “our”) invites you to participate in the sale and distribution of shares of registered investment companies (which shall collectively be referred to hereinafter as the “Funds”) for which we are national distributor or principal underwriter, and which may be listed in Annex A hereto which such Annex may be amended by us from time to time. Upon acceptance of this agreement by VPD, you may offer and sell shares of each of the Funds (hereafter “Shares”) subject, however, to the terms and conditions hereof including our right to suspend or cease the sale of such shares. For the purposes hereof, the above referenced dealer shall be referred to as “you”.

CONTROLLED EQUITY OFFERINGSM SALES AGREEMENT
Sales Agreement • September 1st, 2011 • Compugen LTD • Biological products, (no disgnostic substances) • New York
BGC PARTNERS, INC. UP TO $300,000,000 OF SHARES OF CLASS A COMMON STOCK CONTROLLED EQUITY OFFERINGSM SALES AGREEMENT
Sales Agreement • August 12th, 2022 • BGC Partners, Inc. • Security & commodity brokers, dealers, exchanges & services • New York

BGC PARTNERS, INC., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with CANTOR FITZGERALD & CO. (“CF&Co” and, together with the Company, the “Parties”), as follows:

SALES AGREEMENT
Sales Agreement • March 31st, 2022 • Pimco Funds • New York

This Sales Agreement (“Agreement”) is made as of , 20 by and among PIMCO Investments LLC (“Distributor”), a Delaware limited liability company, and (“Intermediary”), a .

BRIGHTHOUSE SECURITIES, LLC SALES AGREEMENT
Sales Agreement • April 24th, 2023 • Brighthouse Variable Annuity Account B • Delaware

This agreement, including the exhibits attached hereto (collectively the “Agreement”) is made, entered into and effective as of , (“Effective Date”) by and among Brighthouse Securities, LLC, a Delaware corporation (the “Principal Underwriter”), and (the “Broker”) that is registered as a broker dealer with the Securities and Exchange Commission (“SEC”) under the Securities Exchange Act of 1934, as amended, (the “1934 Act”) and a member of the Financial Industry Regulatory Authority (“FINRA”) and is also either licensed as an insurance agency or is affiliated with one or more validly licensed insurance agencies.

ROYALE ENERGY, INC. Common Stock SALES AGREEMENT
Sales Agreement • April 7th, 2014 • Royale Energy Inc • Crude petroleum & natural gas • New York