Selling Agency Agreement Sample Contracts

Youngevity International, Inc. – SELLING AGENCY AGREEMENT Between YOUNGEVITY INTERNATIONAL, INC. (The "Company") and TRIPOINT GLOBAL EQUITIES, LLC (The "Selling Agent") (February 7th, 2018)

This agreement (the "Agreement") constitutes the agreement between Youngevity International, Inc., a Delaware corporation (the "Company"), on the one hand, and TriPoint Global Equities, LLC and its online division, Banq(r), as Selling Agent (collectively, the "Selling Agent"), on the other hand, pursuant to which the Selling Agent shall serve as agent for the Company in connection with the proposed Offering (the "Offering") on a "best efforts" basis of up to a maximum offering amount of $10,000,000 of registered shares of Series B Convertible Preferred Stock (the "Preferred Stock"), convertible into common stock of the Company, par value $0.001 per share (the "Common Stock", together with the Preferred Stock, the "Securities") to various investors (each an "Investor" and collectively, the "Investors").

PAVmed Inc. – Selling Agency Agreement (January 22nd, 2016)
PAVmed Inc. – Selling Agency Agreement (November 20th, 2015)

Introduction. This agreement (this "Agreement") constitutes the agreement between PAVmed, Inc., a Delaware corporation (the "Company"), on the one hand, and Tripoint Global Equities, LLC ("Tripoint") and The Benchmark Company, LLC ("Benchmark"; and together with Tripoint, the "Selling Agents" and each a "Selling Agent"), on the other hand, pursuant to which the Selling Agents shall serve as agents for the Company in connection with the proposed Offering (as defined below) of up to an aggregate of $10,000,000.00 (the "Maximum") of units of the Company ("Units"), each Unit consisting of one share of common stock, par value $0.001 per share ("Common Stock"), and one warrant (the "Warrant") to purchase one share of Common Stock, to various investors (each an "Investor" and collectively, the "Investors"). The units, Common Stock and Warrants are collectively referred to herein as the "Securities."

INNOVATION ECONOMY Corp – Selling Agency Agreement (May 21st, 2015)

Introduction. Subject to the terms and conditions herein (this "Agreement"), Innovation Economy Corporation (d.b.a. and herein "ieCrowd"), a Delaware corporation (the "Company"), hereby agrees to use its best efforts to sell up to an aggregate of $20,000,000.00 (the "Maximum") of registered securities (the "Securities") of the Company, including, but not limited to, units consisting of Common Stock (the " Common Stock "), and common share purchase warrants (the "Warrants" and, together with the Common Stock, and the shares of common stock underlying the Warrants, the "Securities") directly to various investors (each, an "Investor" and, collectively, the "Investors") through Tripoint Global Equities, LLC, as Selling Agent ("Tripoint" or the "Selling Agent"). The Selling Agent may retain other brokers or dealers to act as sub-agents or selected-dealers on its behalf in connection with the Offering (as defined below).

Whirlpool Corporation Notes Due Nine Months or More From the Date of Issue Selling Agency Agreement (February 27th, 2013)
Vertical Health Solutions Inc – Onpoint Medical Diagnostics Selling Agency Agreement for Private Placement of Convertible Promissory Notes (August 27th, 2012)

This Selling Agency Agreement is entered into by and between VERTICAL HEALTH SOLUTIONS, INC. (doing business as OnPoint Medical Diagnostics), a Florida corporation (the "Company"), and Emergent Financial Group, Inc. (the "Selling Agent") as of August 1, 2012.

Whirlpool Corporation Notes Due Nine Months or More From the Date of Issue Selling Agency Agreement (June 7th, 2011)
CITIGROUP FUNDING INC. Medium-Term Notes, Series D and Series E AMENDMENT NO. 2 to GLOBAL SELLING AGENCY AGREEMENT (May 19th, 2011)

AMENDMENT NO. 2 dated as of May 16, 2011 (this Amendment), to the Global Selling Agency Agreement dated as of April 20, 2006 (the Agreement), among Citigroup Funding Inc. (the Company), Citigroup Inc. (the Guarantor), Citigroup Global Markets Inc. (the U.S. Agent) and Citigroup Global Markets Limited (the International Agent; and together with the U.S. Agent, the Agents). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Agreement.

Selling Agency Agreement for Cryoport, Inc. Common Stock and Warrants (April 1st, 2011)

This Selling Agency Agreement is entered into by and between CRYOPORT, INC., a Nevada corporation (the Company), and EMERGENT FINANCIAL GROUP, INC. (the Selling Agent) as of February 4, 2011.

First Mortgage Bonds, Secured Medium-Term Notes, Series I Due From Nine Months to Thirty Years From Date of Issue Selling Agency Agreement (March 16th, 2011)

Reference is made to the Selling Agency Agreement, dated as of June 17, 2010 (the Selling Agency Agreement), between Idaho Power Company, an Idaho corporation (the Company) and you. Capitalized terms used, but not defined, herein shall have the meanings ascribed to them by the Selling Agency Agreement.

First Addendum to the Selling Agency Agreement for Cryoport, Inc. Stock and Warrants (October 19th, 2010)

This First Addendum is made effective this 31st day of August, 2010 by and between CRYOPORT, INC., a Nevada corporation (the Company), and EMERGENT FINANCIAL GROUP, INC. (the Selling Agent) and relates to the continuation of the placement by the Selling Agent of the Securities contemplated in the Selling Agency Agreement between them dated as of July 27, 2010 (the Agency Agreement).

Selling Agency Agreement for Cryoport, Inc. Stock and Warrants (October 19th, 2010)

This Agency Agreement is entered into by and between CRYOPORT, INC., a Nevada corporation (the Company), and EMERGENT FINANCIAL GROUP, INC. (the Selling Agent) as of July 27, 2010.

APM - Eckhardt Futures Fund, L.P. – APM - - ECKHARDT FUTURES FUND, L.P. A Delaware Limited Partnership Limited Partnership Interests SELLING AGENCY AGREEMENT (August 10th, 2009)

APM - Eckhardt Futures Fund, L.P. (the "Fund"), a Delaware limited partnership, is offering its limited partnership interests of various classes (the "Interests) to qualified investors. The offering of Interests (the "Offering") is exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(2) thereof and Regulation D promulgated thereunder and is being conducted pursuant to the terms of the Offering Memorandum dated June 3, 2009 supplied to you by the Fund (references to which shall be deemed to include any and all supplements and amendments thereto and all financial statements, if any, and exhibits that are included therein, referred to collectively herein as the "Memorandum"). All capitalized terms used herein, unless otherwise indicated, shall have the meanings attributed to them in the Memorandum. Altegris Portfolio Management, Inc., d/b/a APM Funds, (the "General Partner") is the Fund's general partner.

APM - Eckhardt Futures Fund, L.P. – APM - - ECKHARDT FUTURES FUND, L.P. A Delaware Limited Partnership Limited Partnership Interests SELLING AGENCY AGREEMENT (June 10th, 2009)

APM - Eckhardt Futures Fund, L.P. (the "Fund"), a Delaware limited partnership, is offering its Class A, Class B and Institutional class of limited partnership interests (the "Interests) to qualified investors. The offering of Interests (the "Offering") is exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(2) thereof and Regulation D promulgated thereunder and is being conducted pursuant to the terms of the Private Placement Memorandum dated June 3, 2009 supplied to you by the Fund (references to which shall be deemed to include any and all supplements and amendments thereto and all financial statements, if any, and exhibits that are included therein, referred to collectively herein as the "Memorandum"). All capitalized terms used herein, unless otherwise indicated, shall have the meanings attributed to them in the Memorandum. Altegris Portfolio Management, Inc., d/b/a APM Funds, (the "General Partner") is the Fund's

CITIGROUP FUNDING INC. Medium-Term Notes, Series D and Series E AMENDMENT NO. 1 to GLOBAL SELLING AGENCY AGREEMENT (March 11th, 2009)

AMENDMENT No. 1 dated as of March 10, 2009 (this "Amendment"), to the Global Selling Agency Agreement dated as of April 20, 2006 (the "Agreement"), among Citigroup Funding Inc. (the "Company"), Citigroup Inc. (the "Guarantor"), Citigroup Global Markets Inc. (the "U.S. Agent") and Citigroup Global Markets Limited (the "International Agent"; and together with the "U.S. Agent," the "Agents"). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Agreement.

CITIGROUP FUNDING INC. Index Warrants, Series W-A AMENDMENT NO. 1 to SELLING AGENCY AGREEMENT (March 11th, 2009)

AMENDMENT No. 1 dated as of March 10, 2009 (this "Amendment"), to the Selling Agency Agreement dated as of November 22, 2006 (the "Agreement"), among Citigroup Funding Inc. (the "Company"), Citigroup Inc. (the "Guarantor"), and Citigroup Global Markets Inc. (the "Agent"). Capitalized terms used and not otherwise defined herein shall have the meanings assigned to them in the Agreement.

Amendment to Global Selling Agency Agreement (February 2nd, 2009)
Altegris Winton Futures Fund, L.P. – WINTON FUTURES FUND, L.P. (US) a Colorado Limited Partnership Limited Partnership Interests SELLING AGENCY AGREEMENT (July 30th, 2008)

Winton Futures Fund, L.P. (US) (the "Fund"), a Colorado limited partnership, is offering its Class A, Class B and Institutional class of limited partnership interests (the "Interests) to qualified investors. The offering of Interests (the "Offering") is exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(2) thereof and Regulation D promulgated thereunder and is being conducted pursuant to the terms of the Private Placement Memorandum dated June 2, 2008 supplied to you by the Fund (references to which shall be deemed to include any and all supplements and amendments thereto and all financial statements, if any, and exhibits that are included therein, referred to collectively herein as the "Memorandum"). All capitalized terms used herein, unless otherwise indicated, shall have the meanings attributed to them in the Memorandum. Altegris Portfolio Management, Inc., d/b/a APM Funds, (the "General Partner") is the Fund's gene

Altegris Winton Futures Fund, L.P. – WINTON FUTURES FUND, L.P. (US) a Colorado Limited Partnership Limited Partnership Interests SELLING AGENCY AGREEMENT (July 24th, 2008)

Winton Futures Fund, L.P. (US) (the "Fund"), a Colorado limited partnership, is offering its Class A, Class B and Institutional class of limited partnership interests (the "Interests) to qualified investors. The offering of Interests (the "Offering") is exempt from registration under the Securities Act of 1933, as amended (the "Securities Act"), pursuant to Section 4(2) thereof and Regulation D promulgated thereunder and is being conducted pursuant to the terms of the Private Placement Memorandum dated June 2, 2008 supplied to you by the Fund (references to which shall be deemed to include any and all supplements and amendments thereto and all financial statements, if any, and exhibits that are included therein, referred to collectively herein as the "Memorandum"). All capitalized terms used herein, unless otherwise indicated, shall have the meanings attributed to them in the Memorandum. Altegris Portfolio Management, Inc., d/b/a APM Funds, (the "General Partner") is the Fund's gene

Whirlpool Corporation Notes Due Nine Months or More From the Date of Issue Selling Agency Agreement (February 27th, 2008)
CITIGROUP FUNDING INC. Index Warrants, Series W-A SELLING AGENCY AGREEMENT November 22, 2006 New York, New York (November 22nd, 2006)

The Warrants will be issued under a warrant agreement (the Warrant Agreement), dated as of November 22, 2006, among the Company, the Guarantor and U.S. Bank National Association, as warrant agent (the Warrant Agent). Unless otherwise specifically provided for and set forth in a supplement to the Prospectus referred to below, the Warrants will be issued only in fully registered form, and the Warrants will have the exercise date(s) or exercise period(s), exchange date(s), expiration date(s) and other terms set forth in the applicable Pricing Supplement (as defined herein). The Warrants will be issued, and the terms thereof established, in accordance with the Warrant Agreement and the Warrant Administrative Procedures attached hereto as Exhibit A (as they may be amended from time to time, the Warrant Procedures) (unless a Terms Agreement (as defined in Section 2(b)) modifies or otherwise supersedes such Warrant Procedures with respect to the Warrants issued pursuant to such Terms Agreemen

vasamed – Optical Sensors Incorporated Selling Agency Agreement (March 31st, 2006)

The undersigned, OPTICAL SENSORS INCORPORATED d/b/a vasamed, a Delaware corporation with its principal office located at 7615 Golden Triangle Drive, Suite C, Eden Prairie, Minnesota 55344 (the Company), confirms its agreement with you as follows:

Independence Bancshares, Inc. – INDEPENDENCE BANCSHARES, INC. 2,500,000 Shares of Common Stock ($0.01 Par Value) SELLING AGENCY AGREEMENT (February 24th, 2005)