EXECUTION VERSION PLACEMENT AGENCY AGREEMENT December 1, 2016 Aegis Capital Corp. New York, NY 10019 Re: Motus GI Medical Technologies Ltd. and Motus GI Holdings, Inc. Ladies and Gentlemen:Placement Agency Agreement • May 5th, 2020 • New York
Contract Type FiledMay 5th, 2020 JurisdictionThis Placement Agency Agreement (“Agreement”) sets forth the terms upon which Aegis Capital Corp., a New York corporation (“Aegis” or “Placement Agent”), a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”), shall be engaged by Motus GI Medical Technologies Ltd., an Israeli corporation (“OPCO”), and Motus GI Holdings, Inc., a Delaware corporation (“Issuer”), to act as exclusive Placement Agent in connection with the private placement (the “Offering”) of units (“Units”) of securities of Issuer, with each Unit consisting of (i) three-quarter (3/4) of a share of common stock, par value $0.0001 per share (the “Common Stock”), of Issuer (the “Shares”) and (ii) one-quarter (1/4) of a share of Series A Convertible Preferred Stock, par value $0.0001 per share (the “Preferred Shares”). Each holder of Preferred Shares shall be entitled to “Royalty Payment Rights” as defined in the Certificate of Designations of the Issuer.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • January 5th, 2018 • Motus GI Holdings, Inc. • Surgical & medical instruments & apparatus • New York
Contract Type FiledJanuary 5th, 2018 Company Industry JurisdictionThis Placement Agency Agreement (“Agreement”) sets forth the terms upon which Aegis Capital Corp., a New York corporation (“Aegis” or “Placement Agent”), a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”), shall be engaged by Motus GI Medical Technologies Ltd., an Israeli corporation (“OPCO”), and Motus GI Holdings, Inc., a Delaware corporation (“Issuer”), to act as exclusive Placement Agent in connection with the private placement (the “Offering”) of units (“Units”) of securities of Issuer, with each Unit consisting of (i) three-quarter (3/4) of a share of common stock, par value $0.0001 per share (the “Common Stock”), of Issuer (the “Shares”) and (ii) one-quarter (1/4) of a share of Series A Convertible Preferred Stock, par value $0.0001 per share (the “Preferred Shares”). Each holder of Preferred Shares shall be entitled to “Royalty Payment Rights” as defined in the Certificate of Designations of the Issuer.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • April 12th, 2017 • Motus GI Holdings, Inc. • Surgical & medical instruments & apparatus • New York
Contract Type FiledApril 12th, 2017 Company Industry JurisdictionThis Placement Agency Agreement (“Agreement”) sets forth the terms upon which Aegis Capital Corp., a New York corporation (“Aegis” or “Placement Agent”), a registered broker-dealer and member of the Financial Industry Regulatory Authority (“FINRA”), shall be engaged by Motus GI Medical Technologies Ltd., an Israeli corporation (“OPCO”), and Motus GI Holdings, Inc., a Delaware corporation (“Issuer”), to act as exclusive Placement Agent in connection with the private placement (the “Offering”) of units (“Units”) of securities of Issuer, with each Unit consisting of (i) three-quarter (3/4) of a share of common stock, par value $0.0001 per share (the “Common Stock”), of Issuer (the “Shares”) and (ii) one-quarter (1/4) of a share of Series A Convertible Preferred Stock, par value $0.0001 per share (the “Preferred Shares”). Each holder of Preferred Shares shall be entitled to “Royalty Payment Rights” as defined in the Certificate of Designations of the Issuer.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 14th, 2017 • Adgero Biopharmaceuticals Holdings, Inc. • Pharmaceutical preparations • New York
Contract Type FiledFebruary 14th, 2017 Company Industry JurisdictionThis Placement Agency Agreement ("Agreement") sets forth the terms upon which Aegis Capital Corp., a New York corporation (“Aegis” or “Placement Agent”), a registered broker-dealer and member of the Financial Industry Regulatory Authority ("FINRA"), shall be engaged by Adgero Biopharmaceuticals, Inc., a Delaware corporation (“OPCO”) and Adgero Biopharmaceuticals Holdings, Inc., a Delaware corporation (“Issuer”), to act as exclusive Placement Agent in connection with the private placement (the “Offering”) of units (“Units”) of securities of Issuer, with each Unit consisting of (i) one (1) share of common stock, par value $0.0001 per share (the “Common Stock”), of Issuer (the “Shares”) and (ii) one (1) warrant (the “Warrants”), with each Warrant entitling the holder to purchase one share of Common Stock for a five-year period at an exercise price of $5.00 per share. The Offering will consist of a minimum of 600,000 Units ($3,000,000) (the “Minimum Amount”) and a maximum of 1,500,000 Unit