Standard Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 2nd, 2024 • Calidi Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of _____, 2024, between Calidi Biotherapeutics, Inc. Inc., 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”).
UNDERWRITING AGREEMENT between LANTERN PHARMA INC and THINKEQUITY A DIVISION OF FORDHAM FINANCIAL MANAGEMENT, INC. as Representative of the Several Underwriters LANTERN PHARMA INC.Underwriting Agreement • May 19th, 2020 • Lantern Pharma Inc. • Pharmaceutical preparations • New York
The undersigned, Lantern Pharma Inc., a corporation formed under the laws of the State of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being a subsidiary or affiliates of Lantern Pharma Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity, a division of Fordham Financial Management, Inc., (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 5th, 2024 • Mega Matrix Corp. • Finance services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 1, 2024, between Mega Matrix Corp., 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”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 31st, 2023 • Baiya International Group Inc. • Services-employment agencies
NOW, THEREFORE, in consideration of the premises and the covenants contained in this Agreement, the Company and Indemnitee do hereby covenant and agree as follows:
AVINO SILVER & GOLD MINES LTD. Common Shares (no par value) SALES AGREEMENTSales Agreement • January 13th, 2021 • Avino Silver & Gold Mines LTD • Metal mining • New York
Avino Silver & Gold Mines Ltd. (the “Company”), a company amalgamated under the Business Corporations Act (British Columbia) (the “BCBCA”), confirms its agreement (this “Agreement”) with Cantor Fitzgerald & Co., H.C. Wainwright & Co., LLC, Roth Capital Partners, LLC and A.G.P./Alliance Global Partners (collectively, the “Agents” and each individually an “Agent”), as follows:
CALIDI BIOTHERAPEUTICS, INC. and EQUINITI TRUST COMPANY, LLC (f/k/a AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC) as Warrant Agent Warrant Agency Agreement Dated as of April __, 2024 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • April 15th, 2024 • Calidi Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
WARRANT AGENCY AGREEMENT, dated as of April __, 2024 (“Agreement”), between Calidi Biotherapeutics, Inc. , a Delaware corporation (the “Company”), and Equiniti Trust Company, LLC (f/k/a American Stock Transfer & Trust Company, LLC), a New York limited liability trust company (the “Warrant Agent”).
PLACEMENT AGENCY AGREEMENT April [*], 2024Placement Agency Agreement • April 8th, 2024 • Calidi Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • January 24th, 2020 • Lantern Pharma Inc. • Pharmaceutical preparations • Delaware
This Indemnification Agreement (“Agreement”), dated as of [DATE], is by and between Lantern Pharma Inc., a Delaware corporation (the “Company”) and [NAME OF DIRECTOR/OFFICER] (the “Indemnitee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 15th, 2024 • Calidi Biotherapeutics, Inc. • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April ___, 2024, between Calidi Biotherapeutics, Inc. Inc., 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”).
UNDERWRITING AGREEMENTUnderwriting Agreement • February 23rd, 2021 • GLORY STAR NEW MEDIA GROUP HOLDINGS LTD • Services-computer processing & data preparation • New York
The undersigned, Glory Star New Media Group Holdings Limited, a Cayman Islands exempted company (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Glory Star New Media Group Holdings Limited, the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Univest Securities, LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 28th, 2023 • Allarity Therapeutics, Inc. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 28, 2023, between Allarity Therapeutics, Inc., 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”).
STANDBY EQUITY PURCHASE AGREEMENTStandby Equity Purchase Agreement • December 12th, 2023 • Calidi Biotherapeutics, Inc. • Biological products, (no disgnostic substances)
THIS STANDBY EQUITY PURCHASE AGREEMENT (this “Agreement”) dated as of December 10, 2023 is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”), and CALIDI BIOTHERAPEUTICS, INC., a company incorporated under the laws of the State of Delaware (the “Company”).
AGREEMENT # 21-21-0012-42 FOR CLAIMS LEGAL SERVICESClaims Legal Services Agreement • March 21st, 2022 • Maryland
This Agreement establishes the terms and conditions for the provision of Claims Legal Services between Citizens Property Insurance Corporation (“Citizens”) and the following law firm (“Firm”): Lewis Brisbois Bisgaard & Smith, LLP.
AGREEMENT AND PLAN OF MERGERMerger Agreement • May 24th, 2023 • Genesis Growth Tech Acquisition Corp. • Blank checks • Delaware
This Agreement and Plan of Merger (this “Agreement”) is made and entered into as of May 22, 2023 by and among (i) Genesis Growth Tech Acquisition Corp., a Cayman Islands exempted company (together with its successors, including after the Conversion (as defined below), the “Purchaser”), (ii) GGAC Merger Sub, Inc., a Florida corporation and a wholly-owned subsidiary of the Purchaser (“Merger Sub”), (iii) Eyal Perez, in the capacity as the representative from and after the Effective Time (as defined below) for the stockholders of the Purchaser (other than the Company Shareholders (as defined below) as of immediately prior to the Effective Time and their successors and assignees) in accordance with the terms and conditions of this Agreement (the “Purchaser Representative”), (iv) William Kerby, in the capacity as the representative from and after the Effective Time for the Company Shareholders as of immediately prior to the Effective Time in accordance with the terms and conditions of this
SECURITIES PURCHASE AGREEMENT EXHIBIT LIST SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 23rd, 2023 • Liquid Media Group Ltd. • Services-prepackaged software • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of February 22, 2023, between Liquid Media Group Ltd., a corporation organized under the laws of British Columbia, Canada (the “Company”), and [●] (as defined therein) (including its successors and assigns, “Purchaser”).
CLASS ACTION AND PAGA SETTLEMENT AGREEMENT AND CLASS NOTICEClass Action and Paga Settlement Agreement • October 5th, 2022 • California
This Class Action and PAGA Settlement Agreement (“Agreement”) is made by and between Plaintiff Jose Salcido (“Plaintiff”) and Defendant Electro Adapter, Inc. (“Defendant”). The Agreement refers to Plaintiff and Defendant collectively as “Parties,” or individually as “Party.”
CONTRIBUTION AGREEMENT by and between ELP MC Ventures, LLC a Delaware limited liability company and Lodging Fund REIT III OP, LP a Delaware limited partnership Dated as of October 2021 4819-7270-2207.1Contribution Agreement • November 12th, 2021 • Lodging Fund REIT III, Inc. • Real estate investment trusts • Texas
FLUX POWER HOLDINGS, INC. cOMMON STOCK SALES AGREEMENTSales Agreement • December 21st, 2020 • Flux Power Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
Flux Power Holdings, Inc., a Nevada corporation (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (“HCW”), as follows:
CLASS ACTION AND PAGA SETTLEMENT AGREEMENT AND CLASS NOTICEiClass Action and Paga Settlement Agreement • September 12th, 2023 • California
This Class Action and PAGA Settlement Agreement (“Agreement”) is made by and between plaintiff TIKOA CARTER (“Plaintiff”) and defendant SPEECH AND LANGUAGE PATHOLOGY ASSOCIATES, INC. (“Defendant”). The Agreement refers to Plaintiff and Defendant collectively as “Parties,” or individually as “Party.”
FORM OF VOTING AGREEMENTVoting Agreement • February 7th, 2022 • Edoc Acquisition Corp. • Blank checks • New York
This Voting Agreement (this “Agreement”) is made as of February 2, 2022 by and among (i) Edoc Acquisition Corp., a Cayman Islands exempted company (together with its successors, including its successor after the Conversion (as such term is defined in the Merger Agreement, as defined below), the “Purchaser”), (ii) Calidi Biotherapeutics, Inc., a Nevada corporation (the “Company”), and (iii) the undersigned stockholder (“Holder”) of the Company. Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Merger Agreement.
BAIYA INTERNATIONAL GROUP INC. UNDERWRITING AGREEMENTUnderwriting Agreement • September 23rd, 2024 • Baiya International Group Inc. • Services-employment agencies • New York
The undersigned, Baiya International Group Inc., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with Cathay Securities, Inc. (the “Representative”) to issue and sell to the underwriters named on Schedule A hereto (each, an “Underwriter” and collectively, “Underwriters”) an aggregate of 2,500,000 ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 375,000 Ordinary Shares (the “Option Shares”), if and to the extent that the Underwriters shall have determined to exercise the right to purchase such shares of Option Shares granted to the Underwriters. The Firm Shares and the Option Shares are hereinafter collectively referred to as the “Securities.” The offering and sale of securities contemplated by this Agreement is referred to herein as the “Offering.”
UNDERWRITING AGREEMENT TANZANIAN GOLD CORPORATION 6,695,652 Common SharesUnderwriting Agreement • December 16th, 2019 • Tanzanian Gold Corp • Gold and silver ores • New York
Tanzanian Gold Corporation, a company established under the Business Corporations Act (Alberta), Canada (the “Company”), proposes, subject to the terms and conditions stated herein, to sell to the several underwriters (the “Underwriters”) named on Schedule I hereto for whom you are acting as representative (the “Representative”), on a best efforts basis, an aggregate of up to 6,695,652 common shares (the “Shares”), no par value (the “Common Shares”).
LOAN AND SECURITY AGREEMENTLoan and Security Agreement • August 3rd, 2023 • Flux Power Holdings, Inc. • Miscellaneous electrical machinery, equipment & supplies • Illinois
This LOAN AND SECURITY AGREEMENT dated as of July 28, 2023 (the “Agreement”), is executed by and among FLUX POWER HOLDINGS, INC., a Nevada corporation (“Holdings”), whose address is 2685 S. Melrose Drive, Vista, California 92081, FLUX POWER, INC., a California corporation (“Flux” and, together with Holdings, individually and collectively, jointly and severally, “Borrower”), whose address is 2685 S. Melrose Drive, Vista, California 92081, and GIBRALTAR BUSINESS CAPITAL, LLC, a Delaware limited liability company (the “Lender”), whose address is 400 Skokie Boulevard, Suite 375, Northbrook, Illinois 60062.
CLASS ACTION AND PAGA SETTLEMENT AGREEMENTClass Action and Paga Settlement Agreement • April 5th, 2023 • California
This Class Action and PAGA Settlement Agreement (“Agreement”) is made by and between plaintiff Kaycie Crossley (“Plaintiff”) and defendants Cerebral Medical Group, P.A. and Cerebral Medical Group, A Professional Corporation (“Defendants”). The Agreement refers to Plaintiff and Defendants collectively as the “Parties,” or individually as “Party.” This Settlement Agreement shall be binding on Plaintiff, Class Members (as defined herein), the State of California as to the employment of aggrieved employees (as set forth herein) and on Defendants, subject to the terms and conditions hereof and the approval of the Court.
CLASS ACTION SETTLEMENT AGREEMENT AND RELEASEClass Action Settlement Agreement • April 12th, 2024
This Agreement (“Agreement,” “Settlement,” or “Settlement Agreement”) is entered into by and among (i) Plaintiff, Willie Harrison (“Plaintiff” or “Harrison”); (ii) the Settlement Class (as defined herein); and (iii) Defendant, Elliott Auto Supply Co. Inc. (“Defendant” or “Elliott Auto”). Plaintiff and Defendant are collectively referred to herein as the “Parties.” This Agreement is intended by the Parties to fully, finally, and forever resolve, discharge, and settle the Released Claims (as defined herein), upon and subject to the terms and conditions of this Agreement, and subject to the final approval of the Court.
CLASS ACTION SETTLEMENT AGREEMENT AND RELEASEClass Action Settlement Agreement • February 11th, 2024 • Massachusetts
This Class Action Settlement Agreement and Release, is made and entered into by and among Plaintiffs Jasmyn Bickham, Amanda Bailey, and Lisa Gordon (collectively, “Plaintiffs” or “Class Representatives”), for themselves individually and on behalf of the Settlement Class, and Defendant Reprosource Fertility Diagnostics, Inc. (“ReproSource”). This Settlement Agreement fully and finally resolves and settles all of Plaintiffs’ and the Settlement Class’s Released Claims, and subject to the terms and conditions hereof, and subject to the Court’s approval.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 17th, 2024 • AmpliTech Group, Inc. • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 16, 2024, between AmpliTech Group, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 26th, 2024 • AmpliTech Group, Inc. • Communications equipment, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 24, 2024, between AmpliTech Group, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
BRILLIA INC UNDERWRITING AGREEMENTUnderwriting Agreement • November 29th, 2024 • BrilliA Inc • Apparel & other finishd prods of fabrics & similar matl • New York
The undersigned, BrilliA Inc, a corporation formed under the laws of Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with A.G.P./Alliance Global Partners (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
INTELLECTUAL PROPERTY PURCHASE AGREEMENT by and between MONAKER GROUP, INC., as Buyer and IDS INC., as Seller Dated as of August 15, 2019Intellectual Property Purchase Agreement • August 22nd, 2019 • Monaker Group, Inc. • Transportation services • Florida
This INTELLECTUAL PROPERTY PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 15, 2019 by and between Monaker Group, Inc., a Nevada corporation (“Buyer”) and IDS Inc., a Nevada corporation (“Seller,” each of Buyer and Seller a “Party” and together, the “Parties”); and with respect to the following facts:
PLAN SPONSOR AGREEMENTPlan Sponsor Agreement • October 1st, 2021 • Aerocentury Corp • Services-equipment rental & leasing, nec • Delaware
This PLAN SPONSOR AGREEMENT (as amended, supplemented, or otherwise modified from time to time together with all exhibits attached hereto and incorporated herein, this “Agreement”), dated as of August 16, 2021, is entered into by and among AeroCentury Corp. (“AeroCentury”), JetFleet Holding Corp. (“JHC)”, and JetFleet Management Corp. (“JMC,” and collectively with AeroCentury and JHC, the “Debtors”) and Yucheng Hu, Hao Yang, Jing Li, Yeh Ching, Yu Wang, TongTong Ma, Qiang Zhang, Yanhua Li, and Yiyi Huang (collectively, the “Plan Sponsor”). The Debtors and the Plan Sponsor are referred to herein as the “Parties” and individually as a Party. Capitalized terms used but not otherwise defined herein shall have the meaning ascribed to such terms in the Plan (as defined below).
5- guarantee of the Guaranteed Obligations (including, without limitation, the Term B-8 Loans) under the Guaranty and (iii) its grant of Liens on the Collateral to secure the Obligations (including, without limitation, the Obligations with respect to...Amendment Agreement • May 7th, 2024 • Avient Corp • Plastic materials, synth resins & nonvulcan elastomers • New York
UNDERWRITING AGREEMENT 6,239,867 SHARES OF COMMON SHARES AND 6,239,867 WARRANTS OF AVINO SILVER & GOLD MINES LTD.Underwriting Agreement • March 22nd, 2019 • Avino Silver & Gold Mines LTD • Metal mining • New York
The undersigned, Avino Silver & Gold Mines Ltd., a company amalgamated under the laws of the Province of British Columbia, Canada (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which H.C. Wainwright & Co., LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
AMENDED CLASS ACTION SETTLEMENT AGREEMENT AND RELEASEClass Action Settlement Agreement • November 9th, 2020
Plaintiffs ARMEN KOJIKIAN and TIME TRADERS, INC. (“Plaintiffs or “Class Representatives”), on behalf of themselves and all others similarly situated and by and through their counsel, and Defendant American Honda Motor Co., Inc. (“AHM” or “Defendant”), by and through its counsel, hereby enter into this Settlement Agreement and Release (“Settlement Agreement”), subject to Court approval. The Parties in consideration of the mutual promises, agreements, and covenants contained herein, the sufficiency and receipt of which are hereby acknowledged, stipulate and agree as follows:
THIRD AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 3rd, 2024 • Mega Matrix Corp. • Finance services • Delaware
This THIRD AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of May 31, 2024, by and among Mega Matrix Corp., a Delaware corporation (“MPU”), Mega Matrix Inc. (formerly known as MarsProtocol Inc.), an exempted company incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of MPU (“MPU Cayman”), and MPU Merger Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of MPU Cayman (“MPU Merger Sub”).
