Sales Agreement Sample Contracts

Intuitive Machines, Inc. Shares of Class A Common Stock (par value $0.0001 per share) Controlled Equity OfferingSM Sales Agreement
Sales Agreement • April 5th, 2024 • Intuitive Machines, Inc. • Search, detection, navagation, guidance, aeronautical sys • New York

Intuitive Machines, Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co. (the “Agent”), as follows:

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ANNEXON, INC. COMMON STOCK SALES AGREEMENT
Sales Agreement • March 26th, 2024 • Annexon, Inc. • Pharmaceutical preparations • New York
LIPOCINE INC. COMMON STOCK SALES AGREEMENT
Sales Agreement • April 26th, 2024 • Lipocine Inc. • Pharmaceutical preparations • New York

Lipocine Inc., a Delaware corporation (the “Company”), confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners, as follows:

PIMCO INCOME STRATEGY FUND COMMON SHARES CAPITAL ON DEMAND™ THIRD AMENDED AND RESTATED SALES AGREEMENT
Sales Agreement • February 16th, 2024 • Pimco Income Strategy Fund • New York

PIMCO Income Strategy 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 (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:

SOLID BIOSCIENCES INC. Shares of Common Stock (par value $0.001 per share) AMENDED AND RESTATED SALES AGREEMENT
Sales Agreement • March 13th, 2024 • Solid Biosciences Inc. • Biological products, (no disgnostic substances) • New York

Solid Biosciences Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell from time to time through Jefferies LLC, as sales agent and/or principal (the “Agent”), shares of the Company’s common stock, par value $0.001 per share (the “Common Shares”), on the terms set forth in this agreement (this “Agreement”).

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:

SALES AGREEMENT
Sales Agreement • July 17th, 2023 • Hawaii

This Agreement is made by CASTLE & COOKE HOMES HAWAII, INC., a Hawaii corporation (which will be called the "Seller"), and the person or persons named in Article II below (who will be called the "Buyer" even if there may be more than one person). Seller's principal place of business is 680 Iwilei Road, Suite 510, Honolulu, Hawaii 96817, and its post office address is 680 Iwilei Road, Box 510, Honolulu, Hawaii 96817.

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:

Hay Sales Agreement - PER TONNE payment
Sales Agreement • February 7th, 2021

(NOTE: This bid form is for the property listed below. If you wish to bid on more than one property please use additional forms)

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
SOPHiA GENETICS SA SALES AGREEMENT
Sales Agreement • August 8th, 2023 • SOPHiA GENETICS SA • Biological products, (no disgnostic substances) • New York

SOPHiA GENETICS SA, a corporation (société anonyme) incorporated under the laws of Switzerland (the “Company”), confirms its agreement (this “Agreement”) with Cowen and Company, LLC (“Cowen”), as follows:

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;

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:

CONSTELLATION NEWENERGY – GAS DIVISION, LLC COMMERCIAL NATURAL GAS SALES AGREEMENT
Sales Agreement • March 30th, 2020 • Georgia

This Natural Gas Sales Agreement, which includes this Service Application, the Terms of Service (Version 1, August 2006) and the General Terms and Conditions (Version 1, August 2006) (collectively, the “Agreement”), is entered by and between Constellation NewEnergy – Gas Division, LLC (“Constellation”) and the customer (“Customer”) indicated below (each a “Party,” and collectively the “Parties”). The words "we," "us" and "our" refer to Constellation, and the words "you" and "your" refer to Customer. Other terms are defined where they appear or in Section 10 of the Terms of Service. In the case of an inconsistency between this Service Application and the Terms of Service or General Terms and Conditions, this Service Application shall govern.

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
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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:

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:

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:

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:

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:

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 .

EXPLORATION, DEVELOPMENT AND PRODUCTION CONTRACT
Sales Agreement • April 23rd, 2018

This Exploration, Development and Production Contract (“Contract”) is made and entered into this day of , 2018 by and between: [RegionalOil Company], an Iraqi State oil company, established and existing under the laws of the Republic of Iraq, having its registered office at [ ], the Republic of Iraq (“Regional Oil Company” or “ROC”) as the First Party, and[Company]a company established and existing under the laws of [Country], having its registered office at [Address](“Company” or “ ”)as the Second Party.

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”.

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