0001477932-24-005322 Sample Contracts

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • August 27th, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies

REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 22, 2024, by and among Farmmi, Inc., a company organized under the laws of the Cayman Islands (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Farmmi, Inc., the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).

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SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • August 27th, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York

SECURITIES PURCHASE AGREEMENT (this “Agreement”), is entered into and made effective as of August 22, 2024, by and among Farmmi, Inc., a company incorporated under the laws of the Cayman Islands (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as defined herein) as being subsidiaries or affiliates of Farmmi, Inc, the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).

Mrs. Yefang Zhang Chief Executive Officer Farmmi, Inc. Fl 1, Building No. 1, 888 Tianning Street, Liandu District Lishui, Zhejiang Province 323000 People’s Republic of China Dear Mrs. Zhang:
Farmmi, Inc. • August 27th, 2024 • Canned, fruits, veg, preserves, jams & jellies • New York

This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Farmmi, Inc., a company incorporated under the laws of the Cayman Islands (the “Company”), that Maxim shall serve as the exclusive placement agent for the Company, on a “commercially reasonable efforts” basis, in connection with the proposed registered offering (the “Registered Placement”) of the Company’s ordinary shares, par value $0.20 (the “Ordinary Shares” and such offered Ordinary Shares, the “Shares”) and pre-funded warrants to purchase Ordinary Shares (the “Pre-Funded Warrants”), and concurrent private placement (the “Private Placement” and together with the Registered Placement, the “Placement”) of Series A warrants to purchase Ordinary Shares (the “Series A Warrants”, or the “Common Warrants”, collectively with the Pre-Funded Warrants, the “Warrants,” and the shares issuable upon exercise of the Warrants, the “Warrant Shares” and the Shares, Warrants and Warr

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