Selling Agency Agreement Sample Contracts
AMENDMENT NO. 1Selling Agency Agreement • January 26th, 2005 • Idaho Power Co • Electric services • New York
Standard Contracts
Starfighters Space, Inc. Maximum: 9,749,303 Shares of Common Stock SELLING AGENCY AGREEMENTSelling Agency Agreement • August 16th, 2024 • Starfighters Space, Inc. • Air transportation, scheduled • New York
Starfighters Space, Inc., a Delaware corporation (the "Company"), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (this "Agreement"), to issue and sell on a "best efforts" basis up to a maximum of 9,749,303 shares of common stock, $0.00001 par value per share (the "Common Stock"), of the Company to investors (collectively, the "Investors"), at a purchase price of $3.59 per Share (the "Purchase Price"), in an offering (the "Offering") pursuant to Regulation A through Digital Offering, LLC (the "Selling Agent"), acting on a best efforts basis only, in connection with such sales. The shares of Common Stock to be sold in this offering are referred to herein as the "Shares." The Shares are more fully described in the Offering Statement (as hereinafter defined).
Exhibit 1(a) APPALACHIAN POWER COMPANY Selling Agency AgreementSelling Agency Agreement • March 16th, 2005 • Appalachian Power Co • Electric services • New York
TO THE STARS ACADEMY OF ARTS AND SCIENCE INC. Maximum 6,000,000 Shares of Class A Common Stock SELLING AGENCY AGREEMENTSelling Agency Agreement • August 3rd, 2020 • To the Stars Academy of Arts & Science Inc. • Services-allied to motion picture production • New York
SELLING AGENCY AGREEMENTSelling Agency Agreement • October 11th, 2024 • Energous Corp • Radio & tv broadcasting & communications equipment
This engagement letter states certain conditions and assumptions upon which the Offering is premised. Except as expressly provided for herein, with regard to those specific sections that are agreed to be binding, this engagement letter is not intended to be a binding legal document.
Ryder System, Inc. Medium-Term Notes Due Nine Months or More From the Date of Issue Selling Agency AgreementSelling Agency Agreement • March 21st, 2024 • Ryder System Inc • Services-auto rental & leasing (no drivers) • New York
Ryder System, Inc., a Florida corporation (the “Company”), confirms its agreement with each of you with respect to the issue and sale by the Company of its Medium-Term Notes Due Nine Months or More From the Date of Issue (the “Notes”). The Notes will be issued under an indenture (the “Indenture”) dated as of October 3, 2003, between the Company and U.S. Bank Trust Company, National Association (successor trustee to The Bank of New York Mellon Trust Company, N.A.), as trustee (the “Trustee”). Unless otherwise specifically provided for and set forth in a supplement to the Prospectus referred to below, the Notes in minimum denominations of $2,000 and in denominations exceeding such amount by integral multiples of $1,000, will be issued only in fully registered form and will have the maturities, annual interest rates and, if appropriate, other terms set forth in such supplement to the Prospectus. The Notes will be issued, and the terms thereof established, in accordance with the Indenture
SELLING AGENCY AGREEMENT between YOUNGEVITY INTERNATIONAL, INC. (the “Company”) and TRIPOINT GLOBAL EQUITIES, LLC (the “Selling Agent”) YOUNGEVITY INTERNATIONAL, INC. Maximum: [ ● ] Shares of Series B Convertible Preferred Stock Convertible into [ ● ]...Selling Agency Agreement • February 7th, 2018 • Youngevity International, Inc. • Retail-catalog & mail-order houses • New York
APM - ECKHARDT FUTURES FUND, L.P. A Delaware Limited Partnership Limited Partnership Interests SELLING AGENCY AGREEMENTSelling Agency Agreement • August 10th, 2009 • APM - Eckhardt Futures Fund, L.P. • Commodity contracts brokers & dealers • California
APM – Eckhardt Futures Fund, L.P. (the “Fund”), a Delaware limited partnership, is offering its limited partnership interests of various classes (the “Interests) to qualified investors. The offering of Interests (the “Offering”) is exempt from registration under the Securities Act of 1933, as amended (the “Securities Act”), pursuant to Section 4(2) thereof and Regulation D promulgated thereunder and is being conducted pursuant to the terms of the Offering Memorandum dated June 3, 2009 supplied to you by the Fund (references to which shall be deemed to include any and all supplements and amendments thereto and all financial statements, if any, and exhibits that are included therein, referred to collectively herein as the “Memorandum”). All capitalized terms used herein, unless otherwise indicated, shall have the meanings attributed to them in the Memorandum. Altegris Portfolio Management, Inc., d/b/a APM Funds, (the “General Partner”) is the Fund’s general partner.
SELLING AGENCY AGREEMENTSelling Agency Agreement • June 30th, 2022 • Idaho Power Co • Electric services • New York
ONPOINT MEDICAL DIAGNOSTICS SELLING AGENCY AGREEMENT FOR PRIVATE PLACEMENT OF CONVERTIBLE PROMISSORY NOTESSelling Agency Agreement • August 27th, 2012 • Vertical Health Solutions Inc • Wholesale-medical, dental & hospital equipment & supplies • Minnesota
This Selling Agency Agreement is entered into by and between VERTICAL HEALTH SOLUTIONS, INC. (doing business as OnPoint Medical Diagnostics), a Florida corporation (the “Company”), and Emergent Financial Group, Inc. (the “Selling Agent”) as of August 1, 2012.
UP TOSelling Agency Agreement • December 17th, 2002 • Yosemite Mortgage Fund Ii LLC • Mortgage bankers & loan correspondents • California
FORM OF SELLING AGENCY AGREEMENT] UNITED MEXICAN STATES Global Medium-Term Notes, Series A Due Nine Months or More from Date of Issue SELLING AGENCY AGREEMENTSelling Agency Agreement • November 17th, 2014 • United Mexican States • Foreign governments • New York
The United Mexican States (“Mexico”) confirms its agreement with each of you with respect to the issue and sale by Mexico of up to U.S. $110,000,000,000 (or its equivalent in other currencies or currency units) aggregate principal amount (or aggregate initial offering price, as the case may be) of its Global Medium-Term Notes, Series A, Due Nine Months or More from Date of Issue (the “Notes”) established as certified by the authorization certificate, dated the date hereof, of Mexico (the “MTN Authorization Certificate”). As of November 17, 2014, of such U.S. $110,000,000,000, Notes with an aggregate principal amount (or aggregate initial offering price) equal or equivalent to U.S. $55,559,741,385 have been issued and sold in the United States and Notes with an aggregate principal amount (or aggregate initial offering price, as the case may be) equal or equivalent to U.S. $27,340,964,767 have been sold outside the United States. From and after the date hereof, Notes with an aggregate pr
Dakota Real Estate Investment Trust Selling Agency Agreement for Beneficial Interests Class A Voting Shares and Class B Non-Voting SharesSelling Agency Agreement • September 1st, 2017 • Dakota Real Estate Investment Trust • Real estate investment trusts • North Dakota
This Selling Agency Agreement (the “Agreement”) is made as of this 30th day of August, 2017, by and between DAKOTA REAL ESTATE INVESTMENT TRUST, a North Dakota Business Trust with its principal office at 3003 32nd Avenue South, Suite 250, Fargo, North Dakota, 58103 (the “Trust”), and the securities broker/dealer executing this Agreement (“Selling Agent”) with its principal office at the address specified on the signature page hereof.
EX-1.1 2 dex11.htm SELLING AGENCY AGREEMENT Execution Version Whirlpool Corporation Notes Due Nine Months or More From the Date of Issue Selling Agency Agreement April 29, 2009 Citigroup Global Markets Inc.Selling Agency Agreement • May 5th, 2020 • New York
Selling Agency AgreementSelling Agency Agreement • March 27th, 2018 • Xspand Products Lab, Inc. • Games, toys & children's vehicles (no dolls & bicycles) • New York
Xspand Products Lab, Inc., a Nevada corporation (the “Company”), proposes to issue and sell up to [ ] shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (“Common Stock”), to investors deemed acceptable by the Company (the “Investors”) in an initial public offering pursuant to Regulation A. The several selling agents listed in Schedule A hereto (the “Selling Agents”), for whom Alexander Capital, L.P. (“Alexander Capital” or “you”) is acting as a representative (the “Representative”), have agreed to act, on a best efforts basis only, as the Selling Agents in connection with the offering and sale of the Shares (the “Offering”).
EXECUTION VERSION IDAHO POWER COMPANY First Mortgage Bonds, Secured Medium-Term Notes, Series I Due From Nine Months to Thirty Years From Date of Issue Selling Agency Agreement June 17, 2010 Banc of America Securities LLC One Bryant Park New York, NY...Selling Agency Agreement • June 18th, 2010 • Idaho Power Co • Electric services • New York
With reference to the issuance and sale by Idaho Power Company, an Idaho corporation (the “Company”), pursuant to the Selling Agency Agreement, dated June 17, 2010 (the “Agency Agreement”), between the Company and each of you, of up to $500,000,000 in aggregate principal amount of the Company’s First Mortgage Bonds, Secured Medium-Term Notes, Series I (the “Notes”), to be issued under an Indenture of Mortgage and Deed of Trust, dated as of October 1, 1937, between the Company and Deutsche Bank Trust Company Americas (formerly known as Bankers Trust Company) (the “Corporate Trustee”) and R.G. Page, as Trustees (Stanley Burg, successor individual trustee) (together, the “Trustees”), as supplemented by all indentures supplemental thereto, including the Forty-sixth Supplemental Indenture, dated as of June 1, 2010, between the Company and the Trustees (the Indenture of Mortgage and Deed of Trust, as so supplemented, being hereinafter called the “Mortgage”), we advise you that we are New Yor
SELLING AGENCY AGREEMENT Among NORDIC INVESTMENT BANK and CITIGROUP GLOBAL MARKETS INC. and GOLDMAN, SACHS & CO., as Agents May 22, 2007Selling Agency Agreement • May 25th, 2007 • Nordic Investment Bank • Foreign governments • New York
LEVEL BRANDS, INC. SELLING AGENCY AGREEMENTSelling Agency Agreement • October 23rd, 2017 • Level Brands, Inc. • Perfumes, cosmetics & other toilet preparations • New York
Level Brands, Inc., a North Carolina corporation (the “Company”), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (this “Agreement”), to issue and sell on a “best efforts” basis only up to an aggregate of [ ] shares of its common stock, par value $0.001 per share (the “Common Stock”), to investors, in an initial public offering (the “Offering”) pursuant to Regulation A under the Securities Act of 1933, as amended (the “Securities Act”), through Joseph Gunnar & Co., LLC and Tripoint Global Equities, LLC (collectively, the “Selling Agents”), in connection with such sales. In the event that all of the [ ] shares of Common Stock are sold in the Offering (the “Initial Shares”), for the sole purpose of covering additional subscriptions, at the option of the Lead Selling Agent (as defined below), through the Selling Agents, the Company shall have the right to issue and sell up to an additional [ ] shares of Common Stock. The shares of Common Stock to b
Exhibit 1 Cleco Power LLC $100,000,000 Medium-Term Notes, Series C Due One Year or More from Date of Issue Selling Agency AgreementSelling Agency Agreement • April 26th, 2001 • Cleco Power LLC • Electric services • New York
Energous Corporation MAXIMUM: 5,000,000 UNITS, EACH COMPRISING 1 SHARE OF SERIES A PREFERRED STOCK AND 3 WARRANTS, EACH TO PURCHASE 1 SHARE OF COMMON STOCK SELLING AGENCY AGREEMENTSelling Agency Agreement • November 20th, 2024 • Energous Corp • Radio & tv broadcasting & communications equipment • New York
Energous Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained in this Selling Agency Agreement (this “Agreement”), to issue and sell on a “best efforts” basis up to a maximum of 5,000,000 units, each unit consisting of one (1) share of Series A Convertible Preferred Stock, par value $0.00001 per share (the “Series A Preferred Stock”), and 3 warrants (each a “Warrant,” and collectively the “Warrants”), of which two such Warrants shall each be exercisable to purchase one (1) share of common stock, $0.00001 par value per share (the “Common Stock”), of the Company at a purchase price of $1.50 per share, and one such Warrant shall be exercisable to purchase one (1) share of Common Stock at a purchase price of $2.00 per share, to investors (collectively, the “Investors”), at a purchase price of $1.50 per Unit (the “Purchase Price”), in an offering (the “Offering”) pursuant to Regulation A through Digital Offering LLC (the “Selling Agent
COLUMBUS SOUTHERN POWER COMPANY Selling Agency AgreementSelling Agency Agreement • September 8th, 2005 • Columbus Southern Power Co /Oh/ • Electric services • New York
Columbus Southern Power Company, an Ohio corporation (the "Company"), confirms its agreement with each of you with respect to the issue and sale by the Company of up to $____________ aggregate principal amount of its [Unsecured Notes] (the "Notes"). The Notes will be issued under the Indenture dated as of September 1, 1997, between the Company and Bankers Trust Company, now known as Deutsche Bank Trust Company Americas,as trustee (the "Trustee"), as previously supplemented and as it may be from time to time further supplemented by one or more supplemental indentures (said Indenture, as previously supplemented and as it may be further supplemented, being hereafter referred to as the "Indenture"). The Notes will be issued in minimum denominations of [$25] and in integral multiples thereof, will be issued only in fully registered form and will have the annual interest rates, maturities and, if appropriate, other terms set forth in a supplement to the Prospectus referred to below. The Note
Exhibit 1(c) Union Tank Car Company $70,000,000 Medium-Term Notes Due Nine Months or More From Date of Issue Selling Agency AgreementSelling Agency Agreement • November 16th, 1998 • Union Tank Car Co • Railroad equipment • New York
Whirlpool Corporation Notes Due Nine Months or More From the Date of Issue Selling Agency AgreementSelling Agency Agreement • February 27th, 2013 • Whirlpool Corp /De/ • Household appliances • New York
Whirlpool Corporation, a Delaware corporation (the “Company”), confirms its agreement with each of you with respect to the issue and sale by the Company of its Notes Due Nine Months or More From the Date of Issue (the “Notes”). The Notes will be issued under an indenture (the “Indenture”) dated as of March 20, 2000, between the Company and U.S. Bank National Association (as successor to Citibank, N.A.), as trustee (the “Trustee”). Unless otherwise specifically provided for and set forth in a supplement to the Prospectus referred to below, the Notes in minimum denominations of $1,000 and in denominations exceeding such amount by integral multiples of $1,000, will be issued only in fully registered form and will have the maturities, annual interest rates and, if appropriate, other terms set forth in such supplement to the Prospectus. The Notes will be issued, and the terms thereof established, in accordance with the Indenture and the Notes Administrative Procedures attached hereto as Exh
SELLING AGENCY AGREEMENT Maximum: 833,333 Class A Common SharesSelling Agency Agreement • March 24th, 2023 • MDB Capital Holdings, LLC • Finance services • New York
Introduction. This selling agency agreement (this “Agreement”) constitutes the agreement between MDB Capital Holdings, LLC, a Delaware limited liability company (the “Company”), on the one hand, and Digital Offering, LLC (the “Selling Agent”), on the other hand, pursuant to which the Selling Agent shall serve as agent for the Company, acting on a best efforts basis only, in connection with the proposed Offering (as defined below) of up to a maximum of 833,333 class A common shares of the Company (the “Shares”) to various investors (each an “Investor” and collectively, the “Investors”).
Dakota Real Estate Investment Trust Selling Agency Agreement for Beneficial Interests Class A Voting Shares and Class B Non-Voting SharesSelling Agency Agreement • March 21st, 2017 • Dakota Real Estate Investment Trust • North Dakota
This Selling Agency Agreement (the “Agreement”) is made as of this day of , 2017, by and between DAKOTA REAL ESTATE INVESTMENT TRUST, a North Dakota Business Trust with its principal office at 3003 32nd Avenue South, Suite 250, Fargo, North Dakota, 58103 (the “Trust”), and the securities broker/dealer executing this Agreement (“Selling Agent”) with its principal office at the address specified on the signature page hereof.
OPTICAL SENSORS INCORPORATED SELLING AGENCY AGREEMENTSelling Agency Agreement • March 31st, 2006 • Optical Sensors Inc • Surgical & medical instruments & apparatus • Arizona
The undersigned, OPTICAL SENSORS INCORPORATED d/b/a väsamed, a Delaware corporation with its principal office located at 7615 Golden Triangle Drive, Suite C, Eden Prairie, Minnesota 55344 (the “Company”), confirms its agreement with you as follows:
TERMS AGREEMENT UNITED MEXICAN STATES Global Medium-Term Notes, Series A Due Nine Months or More from the Date of IssueSelling Agency Agreement • January 11th, 2008 • United Mexican States • Foreign governments • New York
Secretaría de Hacienda y Crédito Público Unidad de Crédito Público Palacio Nacional Patio Central, 3er Piso Oficina 3010 Colonia Centro México, D.F. 06000 México
UNITED MEXICAN STATES Global Medium-Term Notes, Series A Due Nine Months or More from the Date of IssueSelling Agency Agreement • January 19th, 2010 • United Mexican States • Foreign governments
Secretaría de Hacienda y Crédito Público Unidad de Crédito Público Palacio Nacional Patio Central, 3er Piso Oficina 3010 Colonia Centro México, D.F. 06000 México
Monogram Technologies Inc. Offering of up to 4,444,445 units Each unit consisting of one share of 8.00% Series D Convertible Cumulative Preferred Stock (the “Series D Preferred Stock”) and one Common Stock Purchase Warrant SELLING AGENCY AGREEMENTSelling Agency Agreement • July 12th, 2024 • Monogram Technologies Inc. • Surgical & medical instruments & apparatus • New York
Monogram Technologies Inc., a Delaware corporation (the “Company”), will offer to investors deemed suitable pursuant to the standards set forth in FINRA (as defined below) Rule 2111 through a registered ongoing offering (the “Offering”) up to a maximum of 4,444,445 units (the “Units”), with each unit consisting of one share of the Company’s 8.00% Series D Convertible Cumulative Preferred Stock (the “Series D Preferred Stock”) and one common stock purchase warrant (the “Warrants”) to purchase one share of the Company’s common stock, $0.001 par value per share (the “Common Stock”), for a total of 4,444,445 shares of the Company’s Series D Preferred Stock and warrants to purchase up to an aggregate 4,444,445 shares of the Company’s Common Stock, at an offering price of $2.25 per unit, for a maximum offering amount of $10,000,000 to investors (collectively, the “Investors.” The Units shall be offered and sold on the terms and conditions set forth in the Company’s registration statement on
SELLING AGENCY AGREEMENTSelling Agency Agreement • August 27th, 2020
Ryder System, Inc. Medium-Term Notes Due Nine Months or More From the Date of Issue Selling Agency AgreementSelling Agency Agreement • March 2nd, 2010 • Ryder System Inc • Services-auto rental & leasing (no drivers) • New York
Ryder System, Inc., a Florida corporation (the “Company”), confirms its agreement with each of you with respect to the issue and sale by the Company of its Medium-Term Notes Due Nine Months or More From the Date of Issue (the “Notes”). The Notes will be issued under an indenture (the “Indenture”) dated as of October 3, 2003, between the Company and The Bank of New York Mellon Trust Company, N.A., (as successor to J.P. Morgan Trust Company, National Association), as trustee (the “Trustee”). Unless otherwise specifically provided for and set forth in a supplement to the Prospectus referred to below, the Notes in minimum denominations of $1,000 and in denominations exceeding such amount by integral multiples of $1,000, will be issued only in fully registered form and will have the maturities, annual interest rates and, if appropriate, other terms set forth in such supplement to the Prospectus. The Notes will be issued, and the terms thereof established, in accordance with the Indenture an
File No.CCE-AC/MoA/2/2020-ACADEMIC CELLSelling Agency Agreement • February 23rd, 2020
Su : Collegiate Education – GDCs – Selling Agency Agreement for b disposal of Scrap, obsolete materials, miscellaneous articles
UNITED MEXICAN STATES Global Medium-Term Notes, Series A Due Nine Months or More from the Date of IssueSelling Agency Agreement • January 10th, 2013 • United Mexican States • Foreign governments
This Terms Agreement supersedes all prior agreements and understandings (whether written or oral) between Mexico and the Managers, or any of them, with respect to the subject matter hereof. Mexico hereby waives and releases, to the fullest extent permitted by law, any claims that Mexico may have against the Managers with respect to any breach or alleged breach of fiduciary duty relating to the transactions contemplated by this Terms Agreement.
U.S. $600,000,000 NORDIC INVESTMENT BANK Medium-Term Notes, Series C SELLING AGENCY AGREEMENTSelling Agency Agreement • December 4th, 2002 • Nordic Investment Bank • Foreign governments • New York
In connection with the qualification of the Book-Entry Notes for eligibility in the book-entry system maintained by DTC, the Fiscal Agent will perform the custodial, document control and administrative functions described below, in accordance with its respective obligations under a Letter of Representations from NIB and the Fiscal Agent to DTC dated as of the date hereof and a Medium-Term Note Certificate Agreement between the Fiscal Agent and DTC and its obligations as a participant in DTC, including DTC’s Same-Day Funds Settlement system (“SDFS”).
NORDIC INVESTMENT BANK Medium-Term Notes, Series D AMENDMENT NO. 2 TO THE SELLING AGENCY AGREEMENT DATED MAY 22, 2007Selling Agency Agreement • May 6th, 2011 • Nordic Investment Bank • Foreign governments
