Underwriting Agreement Sample Contracts

22,000,000 Shares Iovance Biotherapeutics, Inc. UNDERWRITING AGREEMENT (October 12th, 2018)
UNDERWRITING AGREEMENT Between BRIDGELINE DIGITAL, INC. And THINKEQUITY, a DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., as Representative of the Several Underwriters BRIDGELINE DIGITAL, INC. UNDERWRITING AGREEMENT (October 12th, 2018)
Synthetic Biologics, Inc. Underwriting Agreement (October 10th, 2018)

The undersigned, Synthetic Biologics, Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Synthetic Biologics, Inc., the "Company"), hereby confirms its agreement (this "Agreement") with A.G.P./Alliance Global Partners (hereinafter referred to as "you" (including its correlatives) or the "Representative") and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the "Underwriters" or, individually, an "Underwriter") as follows:

Collier Creek Holdings – Collier Creek Holdings 40,000,000 Units1 Ordinary Shares Warrants UNDERWRITING AGREEMENT (October 10th, 2018)

Collier Creek Holdings, a Cayman Islands exempted company (the "Company"), proposes to sell to the several underwriters named in Schedule I hereto (the "Underwriters"), for whom you (the "Representatives") are acting as representative, 40,000,000 units (the "Units") of the Company (said Units to be issued and sold by the Company being hereinafter called the "Underwritten Securities"). The Company also proposes to grant to the Underwriters an option to purchase up to 6,000,000 additional units to cover over-allotments, if any (the "Option Securities"; the Option Securities, together with the Underwritten Securities, being hereinafter called the "Securities"). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as the Underwriters, and the term Underwriter shall mean either the singular or plural as the context requires. Certain capitalized terms used herein and not otherwise defined are defined i

EdtechX Holdings Acquisition Corp. – 5,500,000 Units EdtechX Holdings Acquisition Corp. UNDERWRITING AGREEMENT (October 10th, 2018)
Synthetic Biologics, Inc. Underwriting Agreement (October 10th, 2018)

The undersigned, Synthetic Biologics, Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Synthetic Biologics, Inc., the "Company"), hereby confirms its agreement (this "Agreement") with A.G.P./Alliance Global Partners (hereinafter referred to as "you" (including its correlatives) or the "Representative") and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the "Underwriters" or, individually, an "Underwriter") as follows:

Toughbuilt Industries, Inc – UNDERWRITING AGREEMENT Between TOUGHBUILT INDUSTRIES, INC., and MAXIM GROUP LLC as Representative of the Several Underwriters TOUGHBUILT INDUSTRIES, INC. UNDERWRITING AGREEMENT (October 10th, 2018)
ChaSerg Technology Acquisition Corp – Chaserg Technology Acquisition Corp. Underwriting Agreement (October 10th, 2018)

The undersigned, ChaSerg Technology Acquisition Corp., a Delaware corporation (the "Company"), hereby confirms its agreement with Cantor Fitzgerald & Co. ("Cantor Fitzgerald" or the "Representative") and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the "Underwriters" or, each underwriter individually, an "Underwriter") as follows:

UNDERWRITING AGREEMENT Between BRIDGELINE DIGITAL, INC. And THINKEQUITY, a DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC., as Representative of the Several Underwriters BRIDGELINE DIGITAL, INC. UNDERWRITING AGREEMENT (October 9th, 2018)
Targeted Genetics Corporation – [*] Shares of Common Stock Pre-Funded Warrants to Purchase [*] Shares of Common Stock and Warrants to Purchase [*] Shares of Common Stock AMPLIPHI BIOSCIENCES CORPORATION UNDERWRITING AGREEMENT (October 9th, 2018)

AmpliPhi Biosciences Corporation, a Washington corporation (the "Company"), proposes, subject to the terms and conditions stated herein, to issue and sell to H.C. Wainwright & Co., LLC, as representative (the "Representative") of the several underwriters named in Schedule I hereto (each, an "Underwriter"), an aggregate of (a) [*] authorized but unissued shares (the "Firm Shares") of Common Stock, par value $0.01 per share, of the Company (the "Common Stock"), (b) pre-funded warrants (the "Pre-Funded Warrants") to purchase up to an aggregate of [*] shares of Common Stock at an exercise price of $0.01 per share and (c) warrants to purchase up to an aggregate of [*] shares of Common Stock (the "Firm Warrants" and, collectively with the Firm Shares and the Pre-Funded Warrants, the "Firm Securities"). The respective amounts of the Firm Securities to be purchased by each of the several Underwriters are set forth opposite their names on Schedule I hereto. In addition, the Company proposes to

Monmouth Real Estate Investment Corporation – Monmouth Real Estate Investment Corporation Underwriting Agreement (October 9th, 2018)
Graf Industrial Corp. – 22,500,000 Units GRAF INDUSTRIAL Corp. UNDERWRITING AGREEMENT (October 9th, 2018)
Alberton Acquisition Corp – 10,000,000 Units Alberton Acquisition Corporation UNDERWRITING AGREEMENT (October 9th, 2018)
PhaseBio Pharmaceuticals Inc – Each Member of the Board of Directors (The Board) Who Is Not Also Serving as an Employee of or Consultant to PhaseBio Pharmaceuticals, Inc. (The Company) or Any of Its Subsidiaries (Each Such Member, an Eligible Director) Will Receive the Compensation Described in This Non-Employee Director Compensation Policy for His or Her Board Service Upon and Following the Date of the Underwriting Agreement Between the Company and the Underwriters Managing the Initial Public Offering of the Companys Common Stock (The Common Stock), Pursuant to Which the Common Stock Is Priced in Such Initial Public Offeri (October 5th, 2018)
SolarWinds Corp – Underwriting Agreement (October 5th, 2018)
Malvern Bancorp, Inc. – MALVERN Bancorp, Inc. 1,190,477 Shares of Common Stock $0.01 Par Value Per Share Underwriting Agreement (October 5th, 2018)

Malvern Bancorp, Inc., a Pennsylvania corporation (the "Company"), the holding company for Malvern Bank, National Association (the "Bank"), confirms its agreement with Sandler O'Neill + Partners, L.P., (the "Underwriter"), subject to the terms and conditions stated herein, with respect to (i) the issuance and sale by the Company and the purchase by the Underwriter of 1,190,477 shares of the Company's common stock, par value $0.01 per share (the "Initial Shares") and (ii) the grant by the Company to the Underwriter of the option described in Section 2(b) hereof to purchase all or any part of 178,571 additional shares of the Company's common stock (the "Option Shares" and, together with the Initial Shares, the "Shares").

Dcp Midstream Partners Lp – DCP MIDSTREAM, LP 4,000,000 7.95% Series C Fixed-To-Floating Rate Cumulative Redeemable Perpetual Preferred Units Representing Limited Partner Interests UNDERWRITING AGREEMENT (October 4th, 2018)
ChaSerg Technology Acquisition Corp – Chaserg Technology Acquisition Corp. Underwriting Agreement (October 4th, 2018)

The undersigned, ChaSerg Technology Acquisition Corp., a Delaware corporation (the "Company"), hereby confirms its agreement with Cantor Fitzgerald & Co. ("Cantor Fitzgerald" or the "Representative") and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the "Underwriters" or, each underwriter individually, an "Underwriter") as follows:

8,333,334 Shares Epizyme, Inc. UNDERWRITING AGREEMENT (October 3rd, 2018)
Allogene Therapeutics, Inc. – Each Member of the Board of Directors (The Board) of Allogene Therapeutics, Inc. (The Company) Who Is a Non-Employee Director of the Company (Each Such Member, a Non-Employee Director) Will Receive the Compensation Described in This Non-Employee Director Compensation Policy (The Director Compensation Policy) for His or Her Board Service Following the Closing of the Initial Public Offering of the Companys Common Stock (The IPO). The Director Compensation Policy Will Be Effective Upon the Execution of the Underwriting Agreement in Connection With the IPO (The Date of Such Execution Being Referre (October 2nd, 2018)
Equillium, Inc. – [*] Shares Equillium, Inc. UNDERWRITING AGREEMENT (October 2nd, 2018)
Pacific Special Acquisition Corp. – [_____] Ordinary Shares Borqs Technologies, Inc. Underwriting Agreement (October 2nd, 2018)

BORQS Technologies, Inc., a British Virgin Islands corporation (the "Company"), confirms its agreement, subject to the terms and conditions set forth herein, with each of the underwriters listed on Schedule A hereto (collectively, the "Underwriters"), for whom Maxim Group LLC is acting as representative (in such capacity, the "Representative"), to sell and issue to the Underwriters an aggregate of [____] ordinary shares, no par value (the "Ordinary Shares") of the Company (the "Firm Shares"). In addition, the Company proposes to sell to the Underwriters, upon the terms and conditions set forth herein, the Option Shares (as hereinafter defined). The Firm Shares and Option Shares are more fully described in the Registration Statement and Prospectus referred to below.

Synthetic Biologics, Inc. Underwriting Agreement (October 2nd, 2018)

The undersigned, Synthetic Biologics, Inc., a corporation formed under the laws of the State of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Synthetic Biologics, Inc., the "Company"), hereby confirms its agreement (this "Agreement") with A.G.P./Alliance Global Partners (hereinafter referred to as "you" (including its correlatives) or the "Representative") and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the "Underwriters" or, individually, an "Underwriter") as follows:

Uranium Energy – 12,613,049 Shares of Common Stock and 6,306,524 Warrants of Uranium Energy Corp. Underwriting Agreement (October 1st, 2018)

Haywood Securities Inc. As a Representative of the Several underwriters, if any, named in Schedule I hereto Suite 700, 200 Burrard St. Vancouver, BC, Canada V6C 3L6

Kimbell Royalty Partners, LP – Kimbell Royalty Partners, LP 3,000,000 Common Units Representing Limited Partner Interests UNDERWRITING AGREEMENT (September 28th, 2018)

Kimbell Royalty Partners, LP, a Delaware limited partnership (the Partnership), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the Underwriters), an aggregate of 3,000,000 common units representing limited partner interests in the Partnership (Common Units). The aggregate of 3,000,000 Common Units to be purchased from the Partnership are called the Firm Units. In addition, the Partnership has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional 450,000 Common Units (the Additional Units). The Firm Units and the Additional Units are collectively referred to in this Agreement as the Units. Credit Suisse Securities (USA) LLC (Credit Suisse) and UBS Securities LLC (UBS) are acting as the representatives of the several Underwriters and in such capacity is referred to in this Agreement as the Representatives.

DD3 Acquisition Corp. – 5,000,000 Units DD3 ACQUISITION CORP. UNDERWRITING AGREEMENT (September 28th, 2018)
Anaptysbio Inc – 2,200,000 Shares ANAPTYSBIO, INC. Common Stock, Par Value $0.001 Per Share UNDERWRITING AGREEMENT (September 26th, 2018)
[] Common Units, Each Consisting of One Share of Common Stock and a Warrant to Purchase One Share of Common Stock [] Pre-Funded Units, Each Consisting of a Pre-Funded Warrant to Purchase One Share of Common Stock and a Warrant to Purchase One Share of Common Stock ALTIMMUNE, INC. UNDERWRITING AGREEMENT (September 26th, 2018)
Level Brands, Inc. – Level Brands, Inc. Underwriting Agreement (September 26th, 2018)
Titan Pharmaceuticals – Titan Pharmaceuticals, Inc. Underwriting Agreement (September 25th, 2018)

The undersigned, Titan Pharmaceuticals, Inc., a corporation formed under the laws of the State of Delaware (the "Company"), hereby confirms its agreement (this "Agreement") with A.G.P./Alliance Global Partners (hereinafter referred to as "you" (including its correlatives) or the "Representative") and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the "Underwriters" or, individually, an "Underwriter") as follows:

Ur Energy Inc – UR-ENERGY INC. 12,195,122 Common Shares (No Par Value) and Warrants to Purchase 6,097,561 Common Shares Underwriting Agreement (September 25th, 2018)
EdtechX Holdings Acquisition Corp. – 5,500,000 Units EdtechX Holdings Acquisition Corp. UNDERWRITING AGREEMENT (September 25th, 2018)
Aytu Bioscience, Inc – Underwriting Agreement (September 25th, 2018)

The undersigned, Aytu Bioscience, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Aytu Bioscience, Inc., the "Company"), hereby confirms its agreement (this "Agreement") with the several underwriters (such underwriters, including the Representative (as defined below), the "Underwriters" and each an "Underwriter") named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the "Representative" and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.

Underwriting Agreement (September 24th, 2018)

The undersigned, FlexShopper, Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of FlexShopper, Inc., the "Company"), hereby confirms its agreement (this "Agreement") with ThinkEquity, a division of Fordham Financial Management, Inc., (hereinafter referred to as "you" (including its correlatives) or the "Representative") and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the "Underwriters" or, individually, an "Underwriter") as follows:

Pacific Special Acquisition Corp. – [_____] Ordinary Shares Borqs Technologies, Inc. Underwriting Agreement (September 24th, 2018)

BORQS Technologies, Inc., a British Virgin Islands corporation (the "Company"), confirms its agreement, subject to the terms and conditions set forth herein, with each of the underwriters listed on Schedule A hereto (collectively, the "Underwriters"), for whom Maxim Group LLC is acting as representative (in such capacity, the "Representative"), to sell and issue to the Underwriters an aggregate of [____] ordinary shares, no par value (the "Ordinary Shares") of the Company (the "Firm Shares"). In addition, the Company and certain stockholders of the Company (the "Selling Stockholders") named in Schedule D hereto severally propose to sell an aggregate of [__________] shares (the "Selling Stockholder Firm Shares" and collectively with the Company Firm Shares, the "Firm Shares"). Each Selling Stockholder has agreed to sell the number of Firm Shares set forth opposite such Selling Stockholder's name in Schedule D hereto and, if and to the extent that the Representative shall have determined