Manatt, Phelps & Phillips Sample Contracts

EXHIBIT 1 STOCK PURCHASE AGREEMENT
Stock Purchase Agreement • June 23rd, 2000 • Macrovision Corp • Services-allied to motion picture distribution • California
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BY AND BETWEEN
Purchase Agreement • February 25th, 1998 • Tarrant Apparel Group • Women's, misses', and juniors outerwear
Exhibit B WARRANT AGREEMENT Dated as of March 19, 1998 -By and Between- AAMES FINANCIAL CORPORATION
Warrant Agreement • March 26th, 1998 • Thirty Five East Investments LLC • Loan brokers • Delaware
LOAN AND SECURITY AGREEMENT
Loan and Security Agreement • October 26th, 1998 • Powerwave Technologies Inc • Radio & tv broadcasting & communications equipment • California
SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • June 26th, 2023 • Mobiquity Technologies, Inc. • Services-advertising • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of June__, 2023, between Mobiquity Technologies, Inc., a New York corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).

EXHIBIT 4.4 AMENDED AND RESTATED TRUST AGREEMENT
Trust Agreement • June 2nd, 1999 • Downey Financial Capital Trust I • Delaware
e-MedSoft.com
Warrant Agreement • November 1st, 2002 • Med Diversified Inc • Services-computer processing & data preparation • California
EXHIBIT 1.1
Underwriting Agreement • September 8th, 1999 • Pelican Financial Inc • National commercial banks • Florida
W I T N E S S E T H: - - - - - - - - - -
Loan Agreement • December 19th, 1996 • Intek Diversified Corp • Radiotelephone communications • New York
AMENDED AND RESTATED OPERATING AGREEMENT OF CHARTERMAC CAPITAL COMPANY, LLC
Operating Agreement • December 1st, 2003 • Chartermac • Real estate • Delaware
EXHIBIT 10.17 ASSET PURCHASE AGREEMENT BY AND BETWEEN
Asset Purchase Agreement • July 13th, 2000 • Atroad Inc • Services-computer integrated systems design • California
WITNESSETH:
Asset Purchase Agreement • June 18th, 1999 • Anthony Crane Rental Lp • Services-equipment rental & leasing, nec • Texas
SHARES
Underwriting Agreement • July 12th, 2004 • Valley Bancorp • New York
SERVICE AGREEMENT -----------------
Service Agreement • November 10th, 1997 • Monocacy Bancshares Inc • National commercial banks • Maryland
EXHIBIT 10.7 AGREEMENT AND PLAN OF REORGANIZATION
Agreement and Plan of Reorganization • March 25th, 2002 • Hawthorne Financial Corp • Savings institution, federally chartered • Delaware
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RECITALS
Settlement Agreement • November 1st, 2002 • Med Diversified Inc • Services-computer processing & data preparation • California
UNDERWRITING AGREEMENT between DIGITAL BRANDS GROUP, INC. (the “Company”) and ALEXANDER CAPITAL, L.P. (the “Representative”) DIGITAL BRANDS GROUP, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • May 10th, 2022 • Digital Brands Group, Inc. • Retail-apparel & accessory stores • New York

The undersigned, DIGITAL BRANDS GROUP, INC., a corporation formed under the laws of the State of Delaware (collectively with its subsidiary and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiary, the “Company”), hereby confirms its agreement (this “Agreement”) with Alexander Capital L.P. (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:

INVESTMENT MANAGEMENT TRUST AGREEMENT
Investment Management Trust Agreement • February 16th, 2022 • Relativity Acquisition Corp • Blank checks • New York

This Investment Management Trust Agreement (this “Agreement”) is made effective as of February 10, 2022, by and between Relativity Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).

EXHIBIT 4.1 WARRANT AGREEMENT Dated as of March 19, 1998 -By and Between- AAMES FINANCIAL CORPORATION
Warrant Agreement • April 27th, 1998 • Aames Financial Corp/De • Loan brokers • Delaware
COMMON STOCK
Underwriting Agreement • July 16th, 1999 • Pelican Financial Inc • National commercial banks • Florida
RECITALS
Consulting Agreement • August 13th, 1997 • Rollerball International Inc • California
WITNESSETH:
Stock Purchase Agreement • June 19th, 2000 • Intellect Capital Group LLC • Services-business services, nec • California
AND
Purchase and Sale Agreement • September 8th, 2000 • Pinnacle Entertainment Inc • Services-racing, including track operation
12,500,000 Units RELATIVITY ACQUISITION CORP. UNDERWRITING AGREEMENT
Underwriting Agreement • February 16th, 2022 • Relativity Acquisition Corp • Blank checks • New York

Relativity Acquisition Corp., a Delaware corporation (the “Company”), hereby confirms its agreement with A.G.P./Alliance Global Partners (the “Representative”) and with the other underwriters named on Schedule A hereto (if any), for which the Representative is acting as representative (the Representative and such other underwriters being collectively referred to herein as the “Underwriters” or, each underwriter individually, an “Underwriter”):

ACQUISITION AGREEMENT AND PLAN OF MERGER among
Acquisition Agreement • February 1st, 2001 • Tri County Bancorp Inc • Savings institution, federally chartered • Colorado
BETWEEN
Registration Rights Agreement • August 14th, 2003 • Jakks Pacific Inc • Games, toys & children's vehicles (no dolls & bicycles) • New York
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