SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 14th, 2007 • Genta Inc De/ • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 13, 2007, among Genta Incorporated, 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”).
CONFIDENTIAL Richard J. Moran Chief Financial Officer Genta Incorporated 200 Connell Drive Berkeley Heights, NJ 07922 Dear Mr. Moran:Placement Agent Agreement • March 14th, 2007 • Genta Inc De/ • Biological products, (no disgnostic substances) • New York
This letter (the “Agreement”) constitutes the agreement between Rodman & Renshaw, LLC (“R&R” or the “Placement Agent”) and Genta Incorporated (the “Company”), that R&R shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of registered securities (the “Securities”) of the Company, including shares (the “Shares”) of the Company’s common stock (the “Common Stock”). The terms of such Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that R&R would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Placement. This Agreement and the documents executed and delivered by the Company and the Purchasers in connection with the Placement shall be collectively referred to herein a
