Common Contracts
39 similar Distribution Agreement contracts by Century Communities, Inc., QuantumScape Corp, Alliant Energy Corp, others
DISTRIBUTION AGREEMENTDistribution Agreement • February 28th, 2023 • QuantumScape Corp • Miscellaneous electrical machinery, equipment & supplies • New York
Kevin Hettrich, Chief Financial Officer of QuantumScape Corporation, a Delaware corporation (the “Company”), does hereby certify, pursuant to those certain Distribution Agreements dated February 28, 2023 (the “Distribution Agreements”) between the Company and each of J.P. Morgan Securities LLC, Cowen and Company, LLC, Deutsche Bank Securities Inc., and UBS Securities, LLC that:
DISTRIBUTION AGREEMENTDistribution Agreement • February 28th, 2023 • QuantumScape Corp • Miscellaneous electrical machinery, equipment & supplies • New York
Kevin Hettrich, Chief Financial Officer of QuantumScape Corporation, a Delaware corporation (the “Company”), does hereby certify, pursuant to those certain Distribution Agreements dated February 28, 2023 (the “Distribution Agreements”) between the Company and each of J.P. Morgan Securities LLC, Cowen and Company, LLC, Deutsche Bank Securities Inc., and UBS Securities, LLC that:
DISTRIBUTION AGREEMENTDistribution Agreement • February 28th, 2023 • QuantumScape Corp • Miscellaneous electrical machinery, equipment & supplies • New York
Kevin Hettrich, Chief Financial Officer of QuantumScape Corporation, a Delaware corporation (the “Company”), does hereby certify, pursuant to those certain Distribution Agreements dated February 28, 2023 (the “Distribution Agreements”) between the Company and each of J.P. Morgan Securities LLC, Cowen and Company, LLC, Deutsche Bank Securities Inc., and UBS Securities, LLC that:
DISTRIBUTION AGREEMENTDistribution Agreement • February 28th, 2023 • QuantumScape Corp • Miscellaneous electrical machinery, equipment & supplies • New York
Kevin Hettrich, Chief Financial Officer of QuantumScape Corporation, a Delaware corporation (the “Company”), does hereby certify, pursuant to those certain Distribution Agreements dated February 28, 2023 (the “Distribution Agreements”) between the Company and each of J.P. Morgan Securities LLC, Cowen and Company, LLC, Deutsche Bank Securities Inc., and UBS Securities, LLC that:
DISTRIBUTION AGREEMENTDistribution Agreement • May 24th, 2022 • Fisker Inc./De • Motor vehicles & passenger car bodies • New York
Fisker Inc., a Delaware corporation (the “Company”), confirms its agreement with J.P. Morgan Securities LLC and Cowen and Company, LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each, an “Agent” and collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Class A Common Stock, $0.00001 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $350,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • February 28th, 2022 • Atlantica Sustainable Infrastructure PLC • Electric services • New York
Reference is made to the distribution agreement, dated as of February 28, 2022 (the “Distribution Agreement”), by and between Atlantica Sustainable Infrastructure plc, a company registered in England and Wales (the “Company”) and BofA Securities Inc., MUFG Securities Americas Inc. and RBC Capital Markets, LLC.
DISTRIBUTION AGREEMENTDistribution Agreement • September 3rd, 2021 • Adma Biologics, Inc. • Biological products, (no disgnostic substances) • New York
DISTRIBUTION AGREEMENTDistribution Agreement • August 16th, 2021 • Clovis Oncology, Inc. • Pharmaceutical preparations • New York
AXON ENTERPRISE, INC. DISTRIBUTION AGREEMENTDistribution Agreement • August 10th, 2021 • Axon Enterprise, Inc. • Ordnance & accessories, (no vehicles/guided missiles) • New York
DISTRIBUTION AGREEMENTDistribution Agreement • August 3rd, 2021 • Atlantica Sustainable Infrastructure PLC • Electric services • New York
DISTRIBUTION AGREEMENT June 3, 2021Distribution Agreement • June 3rd, 2021 • Western Alliance Bancorporation • State commercial banks • New York
Western Alliance Bancorporation, a Delaware corporation (the “Company”), confirms its agreement with J.P. Morgan Securities LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you” or the “Agent”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of up to 4,000,000 shares (the “Maximum Number”) of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company and which shall not exceed the Maximum Number of shares of the Common Stock on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • May 18th, 2021 • Akero Therapeutics, Inc. • Pharmaceutical preparations • New York
Akero Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement with J.P. Morgan Securities LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you” or the “Agent”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $100,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • April 1st, 2021 • Retail Properties of America, Inc. • Real estate investment trusts • New York
Retail Properties of America, Inc., a Maryland corporation (the “Company”) confirms its agreements with [●], as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (the “Agent”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below (this “Agreement”), of shares (the “Shares”) of Class A common stock, $0.001 par value (the “Common Stock”), of the Company having an aggregate offering price of up to $250,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. The Shares are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • January 22nd, 2021 • BJs RESTAURANTS INC • Retail-eating places • New York
BJ’s Restaurants, Inc., a California corporation (the “Company”), confirms its agreement with J.P. Morgan Securities LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you” or the “Agent”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of shares in the common stock, no par value (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $[ _______ ] (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • June 16th, 2020 • Red Robin Gourmet Burgers Inc • Retail-eating places • New York
Red Robin Gourmet Burgers, Inc., a Delaware corporation (the “Company”), confirms its agreement with J.P. Morgan Securities LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you” or the “Agent”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $40,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • April 17th, 2020 • Shake Shack Inc. • Retail-eating & drinking places • New York
DISTRIBUTION AGREEMENTDistribution Agreement • March 6th, 2020 • Brainstorm Cell Therapeutics Inc. • Biological products, (no disgnostic substances) • New York
Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), confirms its agreement with Raymond James & Associates, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you,” the “Agent” or “Raymond James”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of common stock, $0.00005 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $50,000,000 (the “Maximum Amount”), subject to the limitations set forth in Section 2(h) hereof, on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • November 27th, 2019 • Century Communities, Inc. • Operative builders • New York
Century Communities, Inc., a Delaware corporation (the “Company”), confirms its agreement with each of J.P. Morgan Securities LLC, BofA Securities, Inc., Citigroup Global Markets Inc. and Fifth Third Securities, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each, an “Agent,” and collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $100,000,000 (the “Maximum Amount”). Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • August 1st, 2019 • Rubius Therapeutics, Inc. • Biological products, (no disgnostic substances) • New York
Rubius Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement with each of J.P. Morgan Securities LLC, Jefferies LLC and SVB Leerink LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each an “Agent” and collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $100,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • June 11th, 2019 • Brainstorm Cell Therapeutics Inc. • Biological products, (no disgnostic substances) • New York
Brainstorm Cell Therapeutics Inc., a Delaware corporation (the “Company”), confirms its agreement with Raymond James & Associates, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you,” the “Agent” or “Raymond James”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of common stock, $0.00005 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $20,000,000 (the “Maximum Amount”), subject to the limitations set forth in Section 2(h) hereof, on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • January 4th, 2019 • Alder Biopharmaceuticals Inc • Pharmaceutical preparations • New York
Alder BioPharmaceuticals, Inc., a Delaware corporation (the “Company”), confirms its agreement with J.P. Morgan Securities LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you” or the “Agent”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $100,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • September 7th, 2018 • Leap Therapeutics, Inc. • Pharmaceutical preparations • New York
Leap Therapeutics, Inc., a Delaware corporation (the “Company”), confirms its agreement with Raymond James & Associates, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you,” the “Agent” or “Raymond James”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of common stock, $0.001 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $30,000,000 (the “Maximum Amount”), subject to the limitations set forth in Section 2(h) hereof, on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • July 3rd, 2018 • Century Communities, Inc. • Operative builders • New York
Century Communities, Inc., a Delaware corporation (the “Company”), confirms its agreement with each of J.P. Morgan Securities LLC, Citigroup Global Markets Inc., and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each, an “Agent,” and collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $100,000,000 (the “Maximum Amount”). Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • June 29th, 2018 • Dynex Capital Inc • Real estate investment trusts • New York
Dynex Capital, Inc., a Virginia corporation (the “Company”), confirms its agreement with each of J.P. Morgan Securities LLC and JMP Securities LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each an “Agent” or collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of up to 10,000,000 shares (the “Maximum Number”) of Common Stock, $0.01 par value per share (the “Common Stock”), of the Company on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • May 21st, 2018 • Alliant Energy Corp • Electric & other services combined • New York
to the Subject Agreement)] have been duly authorized, and when issued and delivered by the Company pursuant to the Distribution Agreement [Add the following if opinion is delivered in connection with a Terms Agreement— and, in the case of the Shares to be issued and sold pursuant to the Subject Agreement, in accordance with the terms of the Subject Agreement] against payment of the consideration set forth therein, will be validly issued, fully paid and non-assessable.
DISTRIBUTION AGREEMENTDistribution Agreement • May 2nd, 2018 • Lamar Advertising Co/New • Real estate investment trusts • New York
DISTRIBUTION AGREEMENTDistribution Agreement • March 16th, 2018 • Stemline Therapeutics Inc • Pharmaceutical preparations • New York
Stemline Therapeutics, Inc., a corporation formed under the laws of the State of Delaware (the “Company”), confirms its agreement with J.P. Morgan Securities LLC, Cantor Fitzgerald & Co. and Ladenburg Thalmann & Co. Inc., as agents and/or principals under any Terms Agreement (as defined in Section 1(a) below) (each, an “agent” and collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, $0.0001 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $50,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • March 9th, 2018 • Getty Realty Corp /Md/ • Real estate • New York
adversely to the Company or any of its subsidiaries, could reasonably be expected to have a Material Adverse Effect or is of a character required to be disclosed in the Registration Statement and the Prospectus which is not adequately disclosed or incorporated by reference in the Registration Statement, the Prospectus and any Permitted Free Writing Prospectus [Add the following if opinion is delivered in connection with a Terms Agreement-- the General Disclosure Package and].
DISTRIBUTION AGREEMENTDistribution Agreement • November 3rd, 2017 • OMNICELL, Inc • Electronic computers • New York
DISTRIBUTION AGREEMENTDistribution Agreement • August 10th, 2017 • Century Communities, Inc. • Operative builders • New York
Century Communities, Inc., a Delaware corporation (the “Company”), confirms its agreement with each of J.P. Morgan Securities LLC, Citigroup Global Markets Inc., and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each, an “Agent,” and collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $100,000,000 (the “Maximum Amount”). Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • August 3rd, 2017 • Basic Energy Services Inc • Oil & gas field services, nec • New York
Basic Energy Services, Inc., a Delaware corporation (the “Company”), confirms its agreement with Raymond James & Associates, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you,” the “Agent” or “Raymond James”) with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of common stock, $0.01 par value per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $50,000,000 (the “Maximum Amount”) on the terms set forth in Section 1 of this Agreement. Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • May 9th, 2017 • Alliant Energy Corp • Electric & other services combined • New York
Company pursuant to the Distribution Agreement [Add the following if opinion is delivered in connection with a Terms Agreement— and, in the case of the Shares to be issued and sold pursuant to the Subject Agreement, in accordance with the terms of the Subject Agreement] against payment of the consideration set forth therein, will be validly issued, fully paid and non-assessable.
DISTRIBUTION AGREEMENTDistribution Agreement • April 4th, 2017 • Unit Corp • Crude petroleum & natural gas • New York
Unit Corporation, a Delaware corporation (the “Company”), confirms its agreement with Raymond James & Associates, Inc., as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (“you,” the “Agent” or “Raymond James”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this agreement (this “Agreement”), of common stock, $0.20 par value per share (the “Common Stock”) of the Company, having an aggregate Gross Sales Price (as defined in Section 2(b)) of up to $100,000,000 (the “Maximum Amount”). Such shares are hereinafter collectively referred to as the “Shares.” The Shares are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • November 7th, 2016 • Century Communities, Inc. • Operative builders • New York
Century Communities, Inc., a Delaware corporation (the “Company”), confirms its agreement with each of J.P. Morgan Securities LLC, Citigroup Global Markets Inc., and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each, an “Agent,” and collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company having an aggregate Gross Sales Price (as defined in Section 2(b) below) of up to $50,000,000 (the “Maximum Amount”). Such shares are hereinafter collectively referred to as the “Shares” and are described in the Prospectus referred to below.
DISTRIBUTION AGREEMENTDistribution Agreement • July 27th, 2016 • Freeport-McMoran Inc • Metal mining • New York
Freeport-McMoRan Inc., a Delaware corporation (the “Company”), confirms its agreement with each of J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated, BBVA Securities Inc., BMO Capital Markets Corp., BNP Paribas Securities Corp., BTIG, LLC, CIBC World Markets Corp., Citigroup Global Markets Inc., HSBC Securities (USA) Inc., Mizuho Securities USA Inc., MUFG Securities Americas Inc., RBC Capital Markets, LLC, Santander Investment Securities Inc., Scotia Capital (USA) Inc., SMBC Nikko Securities America, Inc., TD Securities (USA) LLC and Wells Fargo Securities, LLC, as agent and/or principal under any Terms Agreement (as defined in Section 1(a) below) (each, an “Agent”, and, collectively, the “Agents”), with respect to the issuance and sale from time to time by the Company, in the manner and subject to the terms and conditions described below in this Distribution Agreement (this “Agreement”), of shares (the “Shares”) of common stock, $0.10 par value per share (
