Offering Agreement Sample Contracts

SI Securities, LLC
Offering Agreement • July 19th, 2021 • Basil Street Cafe, Inc. • New York
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SI Securities, LLC
Offering Agreement • April 30th, 2018 • HyperSciences, Inc. • General industrial machinery & equipment • New York
SI Securities, LLC
Offering Agreement • September 9th, 2019 • Winc, Inc. • Retail-miscellaneous retail • New York
OFFERING AGREEMENT
Offering Agreement • March 30th, 2023 • New York

THIS OFFERING AGREEMENT serves as the Subscription for the Offering and its contents, in conjunction with the Issuer’s video(s) and documents on WeVidIt’s platform, which make up the Offering Materials.

SI Securities, LLC
Offering Agreement • June 22nd, 2018 • 20/20 GeneSystems, Inc. • Services-testing laboratories • New York
Transatlantic Holdings, Inc. letterhead]
Offering Agreement • December 9th, 2005 • Transatlantic Holdings Inc • Fire, marine & casualty insurance
OFFERING AGREEMENT
Offering Agreement • September 14th, 2022

THIS OFFERING AGREEMENT serves as the Subscription for the Offering and its contents, in conjunction with the Issuer’s video(s) and documents on WeVidIt’s platform, which make up the Offering Materials.

Global Ship Lease, Inc. c/o Global Ship Lease Services Limited 25 Wilton Road London SW1V 1LW
Offering Agreement • November 27th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight

We have acted as counsel to Global Ship Lease, Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), in connection with (i) the Company’s at-the-market offering of its 8.00% Senior Unsecured Notes due 2024, having an aggregate principal amount of up to $68,000,000 (the “Notes”); (ii) the At Market Issuance Sales Agreement, dated November 27, 2019 (the “Sales Agreement”), between the Company and B. Riley FBR, Inc., as agent (the “Agent”), including any amendments or supplements thereto, pursuant to which the Company may offer the Notes through the Agent, from time to time; (iii) the preparation of the Company’s registration statement under the Securities Act of 1933, as amended (the “Securities Act”), on Form F-3 (File No. 333-234343), declared effective by the Securities and Exchange Commission (the “Commission”) on November 7, 2019 (the “Registration Statement”); (iv) a prospectus included therein (the “Base Prospectus”); (v) a prospectu

Common Stock
Offering Agreement • June 8th, 2020

This summary highlights selected information from this prospectus supplement and the accompanying prospectus and the documents incorporated by reference and does not contain all of the information that you should consider in making your investment decision. You should carefully read the entire prospectus supplement, the accompanying prospectus and any related free writing prospectus, including the risks of investing in our securities discussed under the heading “Risk Factors” contained in the prospectus supplement and any related free writing prospectus, and under similar headings in the documents that are incorporated by reference into this prospectus supplement. You should also carefully read the information incorporated by reference into this prospectus, including our financial statements, and the exhibits to the registration statement of which this prospectus supplement is a component.

Global Ship Lease, Inc. c/o Global Ship Lease Services Limited London SW1V 1LW United Kingdom
Offering Agreement • December 11th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight

We have acted as counsel to Global Ship Lease, Inc. (the “Company”), a Marshall Islands corporation, in connection with (i) the Company’s at-the-market offering (the “Offering”) of up to $75.0 million of its Depositary Shares (the “Depositary Shares”), each representing a 1/100th interest in one share of the Company’s 8.75% Series B Cumulative Redeemable Perpetual Preferred Shares, par value $0.01 per share, with a liquidation preference of $2,500 per share (equivalent to $25.00 per Depositary Share) (the “Preferred Shares”); (ii) the At Market Issuance Sales Agreement, dated December 10, 2019 (the “Sales Agreement”), between the Company and B. Riley FBR, Inc., as sales agent (the “Agent”), including any amendments or supplements thereto, pursuant to which the Company may offer Depositary Shares through the Agent, from time to time; and (iii) the preparation of the Company’s registration statement under the Securities Act of 1933, as amended (the “Securities Act”) on Form F-3 (File No.

Contract
Offering Agreement • February 1st, 2018 • Fusion Telecommunications International Inc • Services-prepackaged software

KELLEY DRYE & WARREN LLP A LIMITED LIABILITY PARTNERSHIP 101 PARK AVENUE NEW YORK, NY 10178 (212) 808-7800 WASHINGTON, DC LOS ANGELES, CA CHICAGO, IL HOUSTON, TX AUSTIN, TX STAMFORD, CT PARSIPPANY, NJ ________ BRUSSELS, BELGIUM ________ AFFILIATE OFFICE MUMBAI, INDIA FACSIMILE (212) 808-7897 www.kelleydrye.com

FORM OF AGREEMENT FOR OFFERING COMMONWEALTH GUARANTEED SECURITIES BY AND AMONG THE COMMONWEALTH, THE RELEVANT ISSUING ENTITY, THE RELEVANT STATE OR TERRITORY AND REPRESENTATIVES OF THE UNDERWRITERS
Offering Agreement • November 24th, 2009 • Commonwealth of Australia • American depositary receipts • Australian Capital Territory

Date: This Agreement is dated [ ], 2009 Parties: The Commonwealth of Australia represented by the Department of the Treasury (the “Commonwealth”) Queensland Treasury Corporation (the “Issuing Entity”) The Treasurer on behalf of the Government of Queensland (the “State”) UBS Limited; Citigroup Global Markets Inc.; Citigroup Global Markets Limited; Deutsche Bank Securities Inc.; Australia and New Zealand Banking Group Limited; Commonwealth Bank of Australia; Deutsche Bank AG, London Branch; J.P. Morgan Securities Limited; Macquarie Bank Limited London Branch; Macquarie Securities (USA) Inc.; National Australia Bank Limited; [Nomura International plc]; Royal Bank of Canada Europe Limited; The Royal Bank of Scotland plc; The Toronto-Dominion Bank; and Westpac Banking Corporation (the “Dealers”)

ARTICLE 2 REPRESENTATIONS AND WARRANTIES OF SELLING SHAREHOLDERS
Offering Agreement • February 9th, 1999 • Southwest Bancorp Inc • Savings institution, federally chartered • Oklahoma
DESCRIPTION OF THE OFFERING AND UNITS
Offering Agreement • November 7th, 2020

The following description of the Offering and the Units is of a summary nature, does not purport to be complete, and is qualified in its entirety by reference to the Company's Operating Agreement (the "Operating Agreement"), which fully provides for the final terms of the Units. The capitalized terms used in this section that are not otherwise defined herein shall have the meanings ascribed to such terms as provided in the Operating Agreement. Certain features of the Offering are as follows:

SI SECURITIES, LLC
Offering Agreement • December 7th, 2016 • Knightscope, Inc. • Communications equipment, nec • New York
Global Ship Lease, Inc. c/o Global Ship Lease Services Ltd. 25 Wilton Road London SW1V 1LW
Offering Agreement • November 27th, 2019 • Global Ship Lease, Inc. • Deep sea foreign transportation of freight

We have acted as counsel to Global Ship Lease, Inc., a corporation organized under the laws of the Republic of the Marshall Islands (the “Company”), in connection with (i) the Company’s at-the-market offering (the “Offering”) of its 8.00% Senior Unsecured Notes due 2024, having an aggregate principal amount of up to $68,000,000 (the “Notes”); (ii) the At Market Issuance Sales Agreement, dated November 27, 2019 (the “Sales Agreement”), between the Company and B. Riley FBR, Inc., as agent (the “Agent”), including any amendments or supplements thereto, pursuant to which the Company may offer the Notes through the Agent, from time to time; (iii) the preparation of the Company’s registration statement under the Securities Act of 1933, as amended (the “Securities Act”), on Form F-3 (File No. 333-234343), declared effective by the Securities and Exchange Commission (the “Commission”) on November 7, 2019 (the “Registration Statement”); (iv) a prospectus included therein (the “Base Prospectus”)

TABERNA SECURITIES, LLC
Offering Agreement • August 7th, 2006 • Deerfield Triarc Capital Corp • Real estate investment trusts • New York

This letter agreement (the “Agreement”) confirms the discussions between Taberna Securities, LLC (“TS”) and Deerfield Triarc Capital Corp. (“Issuer”) regarding TS’s arrangement of a Rule 144A offering or private placement (any such offering or placement, an “Offering”) of the securities described below (the “Securities”). As part of the Offering, TS hereby agrees, subject to the obligations specified herein, to cause the Securities to be purchased by one or more special purpose entities (individually and collectively, the “SPV”) (which Securities will be a portion of a portfolio of multiple separate issues of Securities).

SI Securities, LLC
Offering Agreement • April 3rd, 2020 • Groundfloor Finance Inc. • Real estate • New York
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SI Securities, LLC
Offering Agreement • January 3rd, 2020 • CaliberCos Inc. • Real estate • New York
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