EXHIBIT 99.3 As of April 1, 2003 Mr. Simon Boughton 60 Old Turnpike Road Bridgewater, CT 06752 Dear Mr. Boughton: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The Millbrook...Employment Agreement • June 23rd, 2003 • Millbrook Press Inc • Books: publishing or publishing & printing • Connecticut
WARRANT AGREEMENT Agreement made as of ___________ __, 1996, between The Millbrook Press Inc., a Delaware corporation with offices at 2 Old New Milford Road, Brookfield, Connecticut 06804 ("Company"), and Continental Stock Transfer & Trust Company, a...Warrant Agreement • December 6th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing • New York
JOINT FILING AGREEMENTJoint Filing Agreement • July 18th, 2002 • Millbrook Press Inc • Books: publishing or publishing & printing
In accordance with Rule 13d-1 under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Common Stock, $0.01 par value per share, of The Millbrook Press, Inc. and that this Agreement be included as an Exhibit to such joint filing.
1,500,000 SHARES OF COMMON STOCK AND 1,500,000 COMMON STOCK PURCHASE WARRANTSUnderwriting Agreement • December 6th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 30th, 2024 • Protagenic Therapeutics, Inc.\new • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of October 29, 2024, by and between Protagenic Therapeutics, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
RECITALSIndemnification Agreement • October 22nd, 1996 • Millbrook Press Inc • Delaware
UNDERWRITING AGREEMENT between PROTAGENIC THERAPEUTICS, INC. and KINGSWOOD CAPITAL MARKETS, division of Benchmark Investments, Inc., as Representative of the Several Underwriters PROTAGENIC THERAPEUTICS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 30th, 2021 • Protagenic Therapeutics, Inc.\new • Services-business services, nec • New York
The undersigned, Protagenic Therapeutics, Inc., a corporation formed under the laws of the State of Delaware (the “Company”), hereby confirms its agreement (this “Agreement”) with Kingswood Capital Markets, division of Benchmark Investments, 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:
RECITALSContribution Agreement • October 22nd, 1996 • Millbrook Press Inc • Delaware
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 30th, 2024 • Protagenic Therapeutics, Inc.\new • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 29, 2024, between Protagenic Therapeutics, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
Form of Registration Rights AgreementRegistration Rights Agreement • January 26th, 2007 • MPLC, Inc. • Books: publishing or publishing & printing • Delaware
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of the 24th day of January, 2007, by and among MPLC, Inc., a Delaware corporation (the “Company”), and the undersigned parties listed under Investors on the signature page hereto (each, an “Investor” and collectively, the “Investors”).
EXHIBIT 1 JOINT FILING AGREEMENT In accordance with Rule 13d-1 under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments...Joint Filing Agreement • July 18th, 2002 • Millbrook Press Inc • Books: publishing or publishing & printing
In accordance with Rule 13d-1 under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the securities of The Millbrook Press Inc. and that this Agreement be filed as an Exhibit to such statement on Schedule 13D.
ARTICLE I DEFINITIONSSecurities Purchase Agreement • March 6th, 2007 • MPLC, Inc. • Books: publishing or publishing & printing • New York
EXHIBIT 99.2 As of April 1, 2003 Mr. David Allen 40 Edinburgh Lane Madison, CT 06443 Dear Mr. Allen: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The Millbrook Press...Employment Agreement • June 23rd, 2003 • Millbrook Press Inc • Books: publishing or publishing & printing • Connecticut
EXHIBIT 10.1 EXECUTIVE EMPLOYMENT AGREEMENT This Executive Employment Agreement (this "Agreement") is made and entered into as of this 8th day of March 2007, by and between MPLC, Inc. a Delaware corporation (the "COMPANY") and Scott Walker...Executive Employment Agreement • March 14th, 2007 • MPLC, Inc. • Books: publishing or publishing & printing • California
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 1st, 2011 • Atrinsic, Inc. • Services-business services, nec • Illinois
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of May 31, 2011, is by and among Atrinsic, Inc., a Delaware corporation (the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
February 1, 1999 Mr. David Allen The Millbrook Press Inc. 2 Old New Milford Road Brookfield, CT 06804 Dear Mr. Allen: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The...Employment Agreement • October 28th, 1999 • Millbrook Press Inc • Books: publishing or publishing & printing • New York
MILLBROOK PRESS 2 Old New Milford Road Brookfield, CT 06804Employment Agreement • December 13th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing • Connecticut
EXHIBIT 10.2 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this "AGREEMENT") is made and entered into as of February 28, 2007 among MPLC, Inc., a Delaware corporation (the "COMPANY"), and the several purchasers signatory hereto...Registration Rights Agreement • March 6th, 2007 • MPLC, Inc. • Books: publishing or publishing & printing
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 1st, 2011 • Atrinsic, Inc. • Services-business services, nec • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 31, 2011, is by and among Atrinsic, Inc., a Delaware corporation (the “Company”), and each of the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
PROTAGENIC THERAPEUTICS, INC. Common Stock (par value $0.0001 per share) At Market Issuance Sales AgreementAt Market Issuance Sales Agreement • July 2nd, 2021 • Protagenic Therapeutics, Inc.\new • Services-business services, nec • New York
LOAN AND SECURITY AGREEMENT This LOAN AND SECURITY AGREEMENT is entered into as of December 14, 1995 between PEOPLE'S BANK, a Connecticut banking corporation ("People's"), with a place of business located at Bridgeport Center, 850 Main Street,...Loan Agreement • October 22nd, 1996 • Millbrook Press Inc • Connecticut
SERIES A COMMON STOCK PURCHASE WARRANT PROTAGENIC THERAPEUTICS, Inc.Security Agreement • October 30th, 2024 • Protagenic Therapeutics, Inc.\new • Pharmaceutical preparations
THIS SERIES A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________ (the “Termination Date”) but not thereafter, to subscribe for and purchase from Protagenic Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT PROTAGENIC THERAPEUTICS, Inc.Placement Agent Agreement • October 30th, 2024 • Protagenic Therapeutics, Inc.\new • Pharmaceutical preparations
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October 29, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Protagenic Therapeutics, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain engagement letter, dated as of July 29, 2024, by and between the Company and Brookline Capital Market, a division of Arcadia Securities, LLC.
RECITALSEscrow Agreement • June 10th, 2005 • MPLC, Inc. • Books: publishing or publishing & printing • New York
EXHIBIT 10.16 FIFTH AMENDMENT TO LOAN AND SECURITY AGREEMENT ---------------------------------------------- WHEREAS, The Millbrook Press Inc., a Delaware corporation, with its chief executive office located at 2 Old New Milford Road, Brookfield,...Loan and Security Agreement • October 29th, 2002 • Millbrook Press Inc • Books: publishing or publishing & printing
PURCHASE OPTIONPurchase Option Agreement • December 6th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing • New York
Registration Rights AgreementRegistration Rights Agreement • April 18th, 2016 • Atrinsic, Inc. • Services-business services, nec • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into effective as of _______, 2016 (the “Effective Date”) between Atrinsic, Inc., a Delaware corporation (the “Company”), and the persons who have executed the signature page(s) hereto (each, a “Purchaser” and collectively, the “Purchasers”).
AGREEMENT (the "Agreement") dated April 26, 2005, between MPLC, Inc., a Delaware corporation, as debtor and debtor-in-possession (the "Company"), David Allen ("Allen") and First Americas Partners, LLC (the "Purchaser"). Reference is made to the...Purchase Agreement • June 10th, 2005 • MPLC, Inc. • Books: publishing or publishing & printing
WITNESSETH:Lease Agreement • December 6th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing
September 27, 1996 Mr. Jeff Conrad 8 Mary Austin Place Norwalk, Conn. 06859 Dear Mr. Conrad: Upon the terms and subject to the conditions set forth below, this letter shall constitute the agreement pursuant to which The Millbrook Press Incorporated...Employment Agreement • December 6th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing • New York
The Millbrook Press Incorporated 2 Old New Milford Road Brookfield, Connecticut 06804Employment Agreement • December 13th, 1996 • Millbrook Press Inc • Books: publishing or publishing & printing
C O N T R A C T AGREEMENT made effective as of August 1, 1996 by and between Aladdin Books Limited 28 Percy Street London W1P-9FF (hereinafter called "Aladdin") of the one part and The Millbrook Press Inc., 2 Old New Milford Road, Brookfield,...Publishing Agreement • October 22nd, 1996 • Millbrook Press Inc • New York
INCENTIVE STOCK OPTION GRANT AGREEMENT PROTAGENIC THERAPEUTICS, INC.Incentive Stock Option Grant Agreement • June 20th, 2016 • Atrinsic, Inc. • Services-business services, nec • Delaware
This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Protagenic Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
SECURITY AGREEMENTSecurity Agreement • June 1st, 2011 • Atrinsic, Inc. • Services-business services, nec • New York
This SECURITY AGREEMENT (this “Agreement”), dated as of May 31, 2011, is made by and among the grantors listed on the signature pages hereof (collectively, jointly and severally, the “Grantors” and each, individually, a “Grantor”), and the secured parties listed on the signature pages hereof (collectively, the “Secured Parties” and each, individually, a “Secured Party”).
NONQUALIFIED STOCK OPTION GRANT AGREEMENT PROTAGENIC THERAPEUTICS, INC.Nonqualified Stock Option Grant Agreement • June 20th, 2016 • Atrinsic, Inc. • Services-business services, nec • Delaware
This Stock Option Grant Agreement (the “Grant Agreement”) is made and entered into effective on the Date of Grant set forth in Exhibit A (the “Date of Grant”) by and between Protagenic Therapeutics, Inc., a Delaware corporation (the “Company”), and the individual named in Exhibit A hereto (the “Optionee”).
