Common use of Notice Parties Clause in Contracts

Notice Parties. Company Xxxx X. Xxxxxxxxx, M.D., Ph.D. President and Chief Executive Officer Xxxxxxxx Xxxx, X.X. Chief Operating Officer Xxxx Xxxxxx Chief Financial Officer Xxxx Xxxxxxx Senior Vice President, General Counsel and Secretary XX Xxxxx Xxxxxxx Xxxxxx Managing Director Xxxxxxx Xxxxxxx Director Xxxxx Xxxxxxx Analyst SCHEDULE 2(b) REVOLUTION MEDICINES. INC. [_________________] SHARES TERMS AGREEMENT ____, 20__ TD Securities (USA) LLC 0 Xxxxxxxxxx Xxxxxx New York, NY 10017 Ladies & Gentlemen: Revolution Medicines, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 7, 2024 (the “Sales Agreement”), between the Company and TD Securities (USA) LLC (“XX Xxxxx”), to issue and sell to XX Xxxxx the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX Xxxxx, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX Xxxxx, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX Xxxxx, and XX Xxxxx agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx trading in the Common Stock for XX Xxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx and the Company. REVOLUTION MEDICINES, INC. By: __________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) LLC By: ______________________Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 per share Number of Shares of Purchased Securities: [●] Shares Purchase Price Payable by XX Xxxxx: $[●] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]

Appears in 2 contracts

Samples: Sales Agreement (Revolution Medicines, Inc.), Sales Agreement (Revolution Medicines, Inc.)

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Notice Parties. Company Xxxx X. XxxxxxxxxXxxxxx Xxxxx, M.D., Ph.D. President and Chief Executive Officer Xxxxxxxx XxxxXxxxx Xxxxx, X.X. Chief Operating Officer Xxxx Xxxxxx Executive Vice President and Chief Financial Officer Xxxx Xxxxxxx Senior Vice PresidentXxxxxx, General Counsel Chief Strategy Officer and Secretary XX Xxxxx Xxxxxxx Xxxxxx X. Xxxxxx, Managing Director Xxxxxxx Xxxxxxx Director Xxxxx Xxxxxxx Analyst Connor Xxxxxx, Vice President SCHEDULE 2(b) REVOLUTION MEDICINES. FIVE PRIME THERAPEUTICS, INC. [_________________] SHARES TERMS AGREEMENT ____, 20__ TD Securities (USA) Xxxxx and Company, LLC 0 Xxxxxxxxxx 000 Xxxxxxxxx Xxxxxx New YorkXxx Xxxx, NY 10017 XX 00000 Ladies & Gentlemen: Revolution MedicinesFive Prime Therapeutics, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 76, 2024 2020 (the “Sales Agreement”), between the Company and TD Securities (USA) Xxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX XxxxxCowen, and XX Xxxxx Cowen agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINESFIVE PRIME THERAPEUTICS, INC. By: __________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) XXXXX AND COMPANY, LLC By: ______________________Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 0.001 per share Number of Shares of Purchased Securities: [] Shares Purchase Price Payable by XX XxxxxCowen: $[] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]

Appears in 1 contract

Samples: Sales Agreement (Five Prime Therapeutics, Inc.)

Notice Parties. Company Xxxx Exxx X. XxxxxxxxxXxxx, M.D.Ph.D., Ph.D. President and Chief Executive Officer Xxxxxxxx Xxxxand Chief Scientific Officer Axxx Xxxxxx, X.X. Chief Operating Officer Xxxx Xxxxxx Chief Financial Officer Xxxx Mxxxx Xxxxxx, Senior Director, Corporate Counsel Cxxxx Xxxxxxx Senior Vice President, General Counsel and Secretary XX Xxxxx Xxxxxxx J. Xxxxxx Managing Director Xxxxxxx Xxxxxxx Wxxxxxx Xxxxxx Managing Director Xxxxx Xxxxxxx Analyst SCHEDULE 2(b) REVOLUTION MEDICINES. MOLECULAR TEMPLATES, INC. [_________________] SHARES TERMS terms AGREEMENT ____, 20__ TD Securities (USA) Cxxxx and Company, LLC 0 Xxxxxxxxxx 500 Xxxxxxxxx Xxxxxx New YorkXxx Xxxx, NY 10017 XX 00000 Ladies & Gentlemen: Revolution MedicinesMolecular Templates, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 7, 2024 2020 (the “Sales Agreement”), between the Company and TD Securities (USA) Cxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX XxxxxCowen, and XX Xxxxx Cowen agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x Cxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINESMOLECULAR TEMPLATES, INC. By: _______________________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) CXXXX AND COMPANY, LLC By: _______________________ Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 per share Number of Shares of Purchased Securities: [●] Shares Purchase Price Payable by XX Xxxxx: $[●] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]:

Appears in 1 contract

Samples: Sales Agreement (Molecular Templates, Inc.)

Notice Parties. Company Xxxx X. XxxxxxxxxXxxxxx Xxxxxxxxxxx, M.D., Ph.D. President and M.D. Chief Executive Officer Xxxxxxxx XxxxOfficer, X.X. Chief Operating Officer President, Director Xxxx Xxxxxx Xxxxx, MBA Chief Financial Officer Xxxx Xxxxxxx Senior Vice President, Xxxxxx General Counsel and Secretary XX Xxxxx Xxxxxxx X. Xxxxxx Managing Director Xxxxxxx Xxxxxx Managing Director Xxxxxxx Xxxxxxx Director Xxxxx Xxxxxxx Analyst SCHEDULE 2(b) REVOLUTION MEDICINES. CABALETTA BIO, INC. [_________________] SHARES TERMS AGREEMENT ____, 20__ TD Securities (USA) Xxxxx and Company, LLC 0 Xxxxxxxxxx 000 Xxxxxxxxx Xxxxxx New York, NY 10017 10022 Ladies & Gentlemen: Revolution MedicinesCabaletta Bio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 7March 21, 2024 (the “Sales Agreement”), between the Company and TD Securities (USA) Xxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX Xxxxx, and XX Xxxxx agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINESCABALETTA BIO, INC. By: __________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) XXXXX AND COMPANY, LLC By: ______________________Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 0.00001 per share Number of Shares of Purchased Securities: [] Shares Purchase Price Payable by XX XxxxxCowen: $[] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]

Appears in 1 contract

Samples: Sales Agreement (Cabaletta Bio, Inc.)

Notice Parties. Company Xxxx X. XxxxxxxxxXxxxxx Xxxxxxxxxxx, M.D., Ph.D. President and M.D. Chief Executive Officer Xxxxxxxx XxxxOfficer, X.X. Chief Operating Officer President, Director Xxxx Xxxxxx Xxxxx, MBA Chief Financial Officer Xxxx Xxxxxxx Senior Vice President, Xxxxxx General Counsel and Secretary XX Xxxxx Xxxxxxx X. Xxxxxx Managing Director Xxxxxxx Xxxxxx Managing Director Xxxxxxx Xxxxxxx Director Xxxxx Xxxxxxx Analyst SCHEDULE 2(b) REVOLUTION MEDICINES. CABALETTA BIO, INC. [_________________] SHARES TERMS AGREEMENT ____, 20__ TD Securities (USA) Xxxxx and Company, LLC 0 Xxxxxxxxxx 000 Xxxxxxxxx Xxxxxx New York, NY 10017 10022 Ladies & Gentlemen: Revolution MedicinesCabaletta Bio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 7March 16, 2024 2023 (the “Sales Agreement”), between the Company and TD Securities (USA) Xxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX XxxxxCowen, and XX Xxxxx Cowen agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINESCABALETTA BIO, INC. By: __________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) XXXXX AND COMPANY, LLC By: ______________________Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 0.00001 per share Number of Shares of Purchased Securities: [] Shares Purchase Price Payable by XX XxxxxCowen: $[] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]

Appears in 1 contract

Samples: Sales Agreement (Cabaletta Bio, Inc.)

Notice Parties. Company Xxxx X. XxxxxxxxxXxxxxx Xxxxxxxxxxx, M.D., Ph.D. President and M.D. Chief Executive Officer Xxxxxxxx XxxxOfficer, X.X. Chief Operating Officer President, Director Xxxx Xxxxxx Xxxxx, MBA Chief Financial Officer Xxxx Xxxxxxx Senior Vice PresidentJ. Xxxxx Xxxxxxx, X.X. General Counsel and Secretary XX Xxxxx Xxxxxxx X. Xxxxxx Managing Director Xxxxxxx Xxxxxx Managing Director Xxxxxxx Xxxxxxx Director Xxxxx Xxxxxxx Analyst SCHEDULE 2(b) REVOLUTION MEDICINES. CABALETTA BIO, INC. [_________________[ ] SHARES TERMS AGREEMENT ____, 20__ TD Securities (USA) 20 Xxxxx and Company, LLC 0 Xxxxxxxxxx 000 Xxxxxxxxx Xxxxxx New YorkXxx Xxxx, NY 10017 XX 00000 Ladies & Gentlemen: Revolution MedicinesCabaletta Bio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 7November 10, 2024 2020 (the “Sales Agreement”), between the Company and TD Securities (USA) Xxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX XxxxxCowen, and XX Xxxxx Cowen agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINESCABALETTA BIO, INC. By: __________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) XXXXX AND COMPANY, LLC By: ______________________Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 0.00001 per share Number of Shares of Purchased Securities: [●] Shares Purchase Price Payable by XX XxxxxCowen: $[●] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]

Appears in 1 contract

Samples: Sales Agreement (Cabaletta Bio, Inc.)

Notice Parties. Company Xxxx X. Xxxxxxxxx, M.D., Ph.D. President and Chief Executive Officer Xxxxxxxx Xxxx, X.X. Xxx Xxxxxxxxxxx Chief Operating Officer Xxxx Xxxxxx and Chief Financial Officer Xxxx Xxxxxxx Senior Vice President, Xxxxxx General Counsel and Secretary XX Xxxxx Xxxxxxx X. Xxxxxx Managing Director Xxxxxxx Xxxxxx Managing Director Xxxxxxx Xxxxxxx Director Xxxxx Xxxxxxx Analyst SCHEDULE 2(b) REVOLUTION MEDICINES. INC. [_________________] SHARES NEKTAR THERAPEUTICS COMMON STOCK TERMS AGREEMENT ____, 20__ TD Securities (USA) Xxxxx and Company, LLC 0 Xxxxxxxxxx 000 Xxxxxxxxx Xxxxxx New YorkXxx Xxxx, NY 10017 XX 00000 Ladies & Gentlemen: Revolution Medicines, Inc.Nektar Therapeutics, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 7March 12, 2024 2021 (the “Sales Agreement”), between the Company and TD Securities (USA) Xxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX XxxxxCowen, and XX Xxxxx Cowen agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINES, INC. NEKTAR THERAPEUTICS By: __________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) XXXXX AND COMPANY, LLC By: ______________________Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 per share Number of Shares of Purchased Securities: [] Shares Purchase Price Payable by XX XxxxxCowen: $[] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]

Appears in 1 contract

Samples: Sales Agreement (Nektar Therapeutics)

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Notice Parties. Company Xxxx X. XxxxxxxxxXxxx, M.D.Ph.D., Ph.D. President and Chief Executive Officer Xxxxxxxx Xxxx, X.X. and Chief Operating Scientific Officer Xxxx Xxxxxx Xxxxxx, Chief Financial Officer Xxxx Xxxxx Xxxxxx, Senior Director, Corporate Counsel Xxxxx Xxxxxxx Senior Vice President, General Counsel and Secretary XX Xxxxx X. Xxxxxx Managing Director Xxxxxxx Xxxxxx Managing Director Xxxxxxx Xxxxxxx Director Xxxxx Xxxxxxx Analyst SCHEDULE 2(b) REVOLUTION MEDICINES. MOLECULAR TEMPLATES, INC. [_________________] SHARES TERMS AGREEMENT ____, 20__ TD Securities (USA) Xxxxx and Company, LLC 0 Xxxxxxxxxx 000 Xxxxxxxxx Xxxxxx New YorkXxx Xxxx, NY 10017 XX 00000 Ladies & Gentlemen: Revolution MedicinesMolecular Templates, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 7, 2024 2020 (the “Sales Agreement”), between the Company and TD Securities (USA) Xxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX XxxxxCowen, and XX Xxxxx Cowen agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINESMOLECULAR TEMPLATES, INC. By: __________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) XXXXX AND COMPANY, LLC By: ______________________Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 0.001 per share Number of Shares of Purchased Securities: [●] Shares Purchase Price Payable by XX XxxxxCowen: $[●] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]

Appears in 1 contract

Samples: Sales Agreement (Molecular Templates, Inc.)

Notice Parties. Company Xxxx X. XxxxxxxxxPxxxxxx X Xxxxx, M.D., Ph.D. President Chairman and Chief Executive Officer Xxxxxxxx XxxxJxxxxxx X. Xxxxx, X.X. Chief Operating Officer Xxxx Xxxxxx EVP, Chief Financial Officer Xxxx Rxxxxx Xxxx, VP, Finance & Corporate Controller Cxxxx Xxxxxxx Senior Vice PresidentJ. Xxxxxx, General Counsel and Secretary XX Xxxxx Xxxxxxx Xxxxxx Managing Director Xxxxxxx Xxxxxxx Wxxxxxx Xxxxxx, Managing Director Xxxxx Xxxxxxx Analyst SCHEDULE 2(b) REVOLUTION MEDICINES. ALPHATEC HOLDINGS, INC. [_________________] SHARES TERMS terms AGREEMENT ____, 20__ TD Securities (USA) Cxxxx and Company, LLC 0 Xxxxxxxxxx 500 Xxxxxxxxx Xxxxxx New YorkXxx Xxxx, NY 10017 XX 00000 Ladies & Gentlemen: Revolution MedicinesAlphatec Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 76, 2024 2020 (the “Sales Agreement”), between the Company and TD Securities (USA) Cxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX XxxxxCowen, and XX Xxxxx Cowen agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x Cxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINESALPHATEC HOLDINGS, INC. By: _______________________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) CXXXX AND COMPANY, LLC By: _______________________ Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Common Stock, par value $0.0001 per share Number of Shares of Purchased Securities: [●] Shares Purchase Price Payable by XX Xxxxx: $[●] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]:

Appears in 1 contract

Samples: Sales Agreement (Alphatec Holdings, Inc.)

Notice Parties. Company Xxxx X. XxxxxxxxxXxxxx, M.D., Ph.D. President and Chief Executive Officer Xxxxxxxx XxxxXxxxxxx Xxxxx, X.X. Chief Operating Officer Xxxx Xxxxxx Chief Financial Officer Xxxx Xxxxxxx Senior Vice PresidentXxxxxxxx Xxxxxxxx, General Counsel and Corporate Secretary XX Xxxxx Cowen Xxxxxxx Xxxxxx Xxxxxx, Managing Director Xxxxxxx Xxxxxxx Xxxxx Xxxx X’Xxxxxx, Director Xxxxx Xxxxxxx Analyst SCHEDULE 3 Compensation Cowen shall be paid compensation up to 3% of the gross proceeds from the sales of Shares in an Agency Transaction pursuant to the terms of this Agreement. EXHIBIT 2(b) REVOLUTION MEDICINES. ATRECA, INC. [_________________] SHARES TERMS AGREEMENT ____, 20__ TD Securities (USA) Xxxxx and Company, LLC 0 Xxxxxxxxxx 000 Xxxxxxxxx Xxxxxx New York, NY 10017 10022 Ladies & Gentlemen: Revolution MedicinesAtreca, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein and in the Sales Agreement, dated August 7July 18, 2024 2023 (the “Sales Agreement”), between the Company and TD Securities (USA) Xxxxx and Company, LLC (“XX XxxxxCowen”), to issue and sell to XX Xxxxx Cowen the securities specified in the Schedule hereto (the “Purchased Securities”). Unless otherwise defined below, terms defined in the Sales Agreement shall have the same meanings when used herein. Each of the provisions of the Sales Agreement not specifically related to the solicitation by XX XxxxxCowen, as agent of the Company, of offers to purchase securities is incorporated herein by reference in its entirety, and shall be deemed to be part of this Terms Agreement to the same extent as if such provisions had been set forth in full herein. Each of the representations, warranties and agreements set forth therein shall be deemed to have been made as of the date of this Terms Agreement and the Settlement Date set forth in the Schedule hereto. An amendment to the Registration Statement or a supplement to the Prospectus, as the case may be, relating to the Purchased Securities, in the form heretofore delivered to XX XxxxxCowen, is now proposed to be filed with the Commission. Subject to the terms and conditions set forth herein and in the Sales Agreement which are incorporated herein by reference, the Company agrees to issue and sell to XX XxxxxCowen, and XX Xxxxx Cowen agrees to purchase from the Company, the Purchased Securities at the time and place and at the purchase price set forth in the Schedule hereto. Notwithstanding any provision of the Sales Agreement or this Terms Agreement to the contrary, the Company consents to XX Xxxxx Cowen trading in the Common Stock for XX Xxxxx’x own account and for the account of its clients at the same time as sales of the Purchased Securities occur pursuant to this Terms Agreement. If the foregoing is in accordance with your understanding, please sign and return to us a counterpart hereof, whereupon this Terms Agreement, including those provisions of the Sales Agreement incorporated herein by reference, shall constitute a binding agreement between XX Xxxxx Cowen and the Company. REVOLUTION MEDICINESATRECA, INC. By: __________________ Name: Title: Accepted and agreed as of the date first above written: TD SECURITIES (USA) XXXXX AND COMPANY, LLC By: ______________________Name: Title: Schedule to Terms Agreement Title of Purchased Securities: Class A Common Stock, par value $0.0001 per share Number of Shares of Purchased Securities: [●] Shares Purchase Price Payable by XX XxxxxCowen: $[●] per Share Method of and Specified Funds for Payment of Purchase Price: [By wire transfer to a bank account specified by the Company in same day funds.]

Appears in 1 contract

Samples: Sales Agreement (Atreca, Inc.)

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