June 28, 2016 Kitov Pharmaceuticals Holdings Ltd.
Exhibit 1.5
June 28, 0000
Xxxxx Pharmaceuticals Holdings Ltd.
0 Xxxxxxx Xxxxxx (Xxxxx Xxxxxxxx), 00xx Floor
000 Xxxxxxxx Xxxxx Xx.
Xxx Xxxx, Xxxxxx
Attn: Isaac Israel, Chief Executive Officer
Re: Engagement of Co-Managers/Indemnity
Dear Mr. Israel:
This letter agreement relates to the engagement by Kitov Pharmaceuticals Holdings Ltd. (collectively, with its subsidiaries and affiliates, the “Company”) of X.X. Xxxxxxxxxx & Co., LLC (“Xxxxxxxxxx”) as its exclusive placement agent in an offering (the “Offering”) of its securities as set forth in the prospectus contained in the Registration Statement on Form F-1 (File No. 333-211477) as amended. By executing this letter agreement, the Company hereby acknowledges and agrees that Xxxxxxxxxx may engage, at its discretion, certain co-managers and/or selected dealers (“Co-Managers”) to participate in the Offering. In that regard, the Company acknowledges and agrees to Xxxxxxxxxx’x engagement of Xxxxxx Xxxxxx & Co., LLC (“Gunnar”) as a Co-Manager and further acknowledges and agrees that the indemnification provision as set forth in Section F in the engagement letter dated as of May 20, 2016, as amended shall be extended to include Gunnar.
In acknowledgement that the foregoing correctly sets forth the understanding reached by Xxxxxxxxxx, the Company and Gunnar, please sign in the space provided below, whereupon this letter shall constitute a binding agreement as the date indicated above.
Very truly yours,
X.X. XXXXXXXXXX & CO., LLC
By __________________________
Name:
Title:
Accepted and agreed as of
the date first written above:
KITOV PHARMACEUTICALS HOLDINGS LTD.
By __________________________
Name: Isaac Israel
Title: Chief Executive Officer
Accepted and agreed as of
the date first written above:
XXXXXX XXXXXX & CO., LLC
By __________________________
Name:
Title: