June 21st, 2021 · Common Contracts · 1000 similar G Squared Ascend II, Inc. – INVESTMENT MANAGEMENT TRUST AGREEMENT This Investment Management Trust Agreement (this “Agreement”) is made effective as of June 14, 2021 by and between G Squared Ascend II Inc., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
This Investment Management Trust Agreement (this “Agreement”) is made effective as of June 14, 2021 by and between G Squared Ascend II Inc., a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
May 20th, 2022 · Common Contracts · 1000 similar Celularity Inc – SECURITIES PURCHASE AGREEMENT
March 21st, 2022 · Common Contracts · 1000 similar Revolution Healthcare Acquisition Corp. – INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 17, 2021, by and between Revolution Healthcare Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned (“Indemnitee”).
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of March 17, 2021, by and between Revolution Healthcare Acquisition Corp., a Delaware corporation (the “Company”), and the undersigned (“Indemnitee”).
March 9th, 2021 · Common Contracts · 1000 similar Property Solutions Acquisition Corp. II – REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 3, 2021, is made and entered into by and among Property Solutions Acquisition Corp. II, a Delaware corporation (the “Company”), Property Solutions Acquisition Sponsor II, LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively, the “Holders”).
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of March 3, 2021, is made and entered into by and among Property Solutions Acquisition Corp. II, a Delaware corporation (the “Company”), Property Solutions Acquisition Sponsor II, LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively, the “Holders”).
May 20th, 2022 · Common Contracts · 1000 similar Celularity Inc – REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 20, 2022, between Celularity Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 20, 2022, between Celularity Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
March 21st, 2022 · Common Contracts · 1000 similar Revolution Healthcare Acquisition Corp. – WARRANT AGREEMENT between REVOLUTION HEALTHCARE ACQUISITION CORP. and CONTINENTAL STOCK TRANSFER & TRUST COMPANY THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 17, 2021, is by and between Revolution Healthcare Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
THIS WARRANT AGREEMENT (this “Agreement”), dated as of March 17, 2021, is by and between Revolution Healthcare Acquisition Corp., a Delaware corporation (the “Company”), and Continental Stock Transfer & Trust Company, a New York limited purpose trust company, as warrant agent (in such capacity, the “Warrant Agent”).
May 6th, 2019 · Common Contracts · 1000 similar CAPSTONE TURBINE Corp – RIGHTS AGREEMENT dated as of May 6, 2019 between CAPSTONE TURBINE CORPORATION as the Company and BROADRIDGE FINANCIAL SOLUTIONS, INC. as the Rights Agent RIGHTS AGREEMENT, dated as of May 6, 2019, (this “Agreement”), by and between Capstone Turbine Corporation, a Delaware corporation (the “Company”), and Broadridge Financial Solutions, Inc., a Delaware corporation, as rights agent (the “Rights Agent”).
RIGHTS AGREEMENT, dated as of May 6, 2019, (this “Agreement”), by and between Capstone Turbine Corporation, a Delaware corporation (the “Company”), and Broadridge Financial Solutions, Inc., a Delaware corporation, as rights agent (the “Rights Agent”).
May 4th, 2021 · Common Contracts · 1000 similar Big Sky Growth Partners, Inc. – Big Sky Growth Partners, Inc. 30,000,000 Units Underwriting Agreement Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (collectively, the “Underwriters”) an aggregate of 30,000,000 units (the “Firm Units”) of the Company and, at the election of the Underwriters, up to 4,500,000 additional units, if any (the “Optional Units,” the Optional Units, together with the Firm Units, that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Units”).
Big Sky Growth Partners, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (collectively, the “Underwriters”) an aggregate of 30,000,000 units (the “Firm Units”) of the Company and, at the election of the Underwriters, up to 4,500,000 additional units, if any (the “Optional Units,” the Optional Units, together with the Firm Units, that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Units”).
May 2nd, 2019 · Common Contracts · 1000 similar Ansys Inc – CREDIT AGREEMENT Dated as of February 22, 2019 among ANSYS, INC., as the Borrower, BANK OF AMERICA, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, JPMORGAN CHASE BANK, N.A., CITIBANK, N.A. and PNC BANK, NATIONAL ASSOCIATION, as... This CREDIT AGREEMENT (this “Agreement”) is entered into, as of February 22, 2019, among ANSYS, Inc., a Delaware corporation (the “Borrower”), each Lender from time to time party hereto, Bank of America, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and the other L/C Issuers party hereto.
This CREDIT AGREEMENT (this “Agreement”) is entered into, as of February 22, 2019, among ANSYS, Inc., a Delaware corporation (the “Borrower”), each Lender from time to time party hereto, Bank of America, N.A., as Administrative Agent, Swing Line Lender and an L/C Issuer, and the other L/C Issuers party hereto.
November 1st, 2021 · Common Contracts · 1000 similar Chain Bridge I – WARRANT AGREEMENT CHAIN BRIDGE I and CONTINENTAL STOCK TRANSFER & TRUST COMPANY Dated [_____________], 2021 THIS WARRANT AGREEMENT (this “Agreement”), dated [________________], 2021 is by and between Chain Bridge I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
THIS WARRANT AGREEMENT (this “Agreement”), dated [________________], 2021 is by and between Chain Bridge I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
June 7th, 2021 · Common Contracts · 990 similar Clear Secure, Inc. – CREDIT AGREEMENT dated as of March 31, 2020 among ALCLEAR HOLDINGS, LLC, as Borrower, THE OTHER LOAN PARTIES PARTY HERETO, THE LENDERS PARTY HERETO, and JPMORGAN CHASE BANK, N.A., as Administrative Agent JPMORGAN CHASE BANK, N.A. as Sole Bookrunner... CREDIT AGREEMENT dated as of March 31, 2020 (the “Effective Date”) (as it may be amended, modified, restated, or otherwise supplemented from time to time, this “Agreement”), among ALCLEAR HOLDINGS, LLC, a Delaware limited liability company, as the Borrower, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as the Administrative Agent.
CREDIT AGREEMENT dated as of March 31, 2020 (the “Effective Date”) (as it may be amended, modified, restated, or otherwise supplemented from time to time, this “Agreement”), among ALCLEAR HOLDINGS, LLC, a Delaware limited liability company, as the Borrower, the other Loan Parties party hereto, the Lenders party hereto, and JPMORGAN CHASE BANK, N.A., as the Administrative Agent.
April 7th, 2022 · Common Contracts · 914 similar Selecta Biosciences Inc – SELECTA BIOSCIENCES, INC. (a Delaware corporation) 27,428,572 Shares of Common Stock and Warrants to Purchase 20,571,429 Shares of Common Stock UNDERWRITING AGREEMENT
July 29th, 2021 · Common Contracts · 876 similar Alpha Healthcare Acquisition Corp Iii – ALPHA HEALTHCARE ACQUISITION CORP. III UNDERWRITING AGREEMENT Alpha Healthcare Acquisition Corp. III, a Delaware corporation (the “Company”), hereby confirms its agreement with BofA Securities, Inc. and PJT Partners LP (the “Representatives” or, each representative individually, a “Representative”), as representatives of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
Alpha Healthcare Acquisition Corp. III, a Delaware corporation (the “Company”), hereby confirms its agreement with BofA Securities, Inc. and PJT Partners LP (the “Representatives” or, each representative individually, a “Representative”), as representatives of the several underwriters named on Schedule A hereto (the “Underwriters” or, each underwriter individually, an “Underwriter”), as follows:
January 12th, 2021 · Common Contracts · 791 similar Viveve Medical, Inc. – UNDERWRITING AGREEMENT between As Representative of the several Underwriters named on Schedule 1 attached hereto 590 Madison Avenue, 28th Floor New York, New York 10022
As Representative of the several Underwriters named on Schedule 1 attached hereto 590 Madison Avenue, 28th Floor New York, New York 10022
January 20th, 2022 · Common Contracts · 686 similar Powered Brands – INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of January 19, 2022 between Powered Brands, a Cayman Islands exempted company (the “Company”), and Neela Montgomery (“Indemnitee”).
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of January 19, 2022 between Powered Brands, a Cayman Islands exempted company (the “Company”), and Neela Montgomery (“Indemnitee”).
January 3rd, 2022 · Common Contracts · 627 similar AFC Gamma, Inc. – AFC Gamma, Inc. UNDERWRITING AGREEMENT
April 28th, 2022 · Common Contracts · 599 similar Deciphera Pharmaceuticals, Inc. – DECIPHERA PHARMACEUTICALS, INC. 5,251,239 shares of common stock, par value $0.01 per share and pre-funded warrants to purchase 9,748,761 shares of common stock Underwriting Agreement Deciphera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), (i) an aggregate of 5,251,239 shares of common stock, par value $0.01 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and (ii) pre-funded warrants to purchase an aggregate of 9,748,761 shares of Common Stock in a form to be mutually agreed by the Company and the Representatives (the “Warrants”) and, at the option of the Underwriters, up to an additional 2,250,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Warrants are herein referred to as the “Underwritten Securities.” The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The Shares and the Warrants are herein referred to as the “Securities.” The shares of Common Stock issuable upon exe
Deciphera Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), (i) an aggregate of 5,251,239 shares of common stock, par value $0.01 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and (ii) pre-funded warrants to purchase an aggregate of 9,748,761 shares of Common Stock in a form to be mutually agreed by the Company and the Representatives (the “Warrants”) and, at the option of the Underwriters, up to an additional 2,250,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Warrants are herein referred to as the “Underwritten Securities.” The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The Shares and the Warrants are herein referred to as the “Securities.” The shares of Common Stock issuable upon exe
April 11th, 2022 · Common Contracts · 467 similar Sailpoint Technologies Holdings, Inc. – AGREEMENT AND PLAN OF MERGER by and among PROJECT HOTEL CALIFORNIA HOLDINGS, LP PROJECT HOTEL CALIFORNIA MERGER SUB, INC. and SAILPOINT TECHNOLOGIES HOLDINGS, INC. Dated as of April 10, 2022 THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of April 10, 2022 by and among Project Hotel California Holdings, LP, a Delaware limited partnership (“Parent”), Project Hotel California Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Company”). Parent, Merger Sub and the Company are sometimes referred to herein collectively as the “Parties,” and individually as a “Party.” All capitalized terms used herein shall have the respective meanings ascribed thereto in Annex A.
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of April 10, 2022 by and among Project Hotel California Holdings, LP, a Delaware limited partnership (“Parent”), Project Hotel California Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and SailPoint Technologies Holdings, Inc., a Delaware corporation (the “Company”). Parent, Merger Sub and the Company are sometimes referred to herein collectively as the “Parties,” and individually as a “Party.” All capitalized terms used herein shall have the respective meanings ascribed thereto in Annex A.
November 1st, 2021 · Common Contracts · 428 similar Chain Bridge I – REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [__________], 2021, is made and entered into by and among Chain Bridge I, a Cayman Islands exempted company (the “Company”), Chain Bridge Group, a Cayman Islands limited liability company (the “Sponsor”), CB Co-Investment LLC, an affiliate of one of the Underwriters (“CB Co-Investment”) and the undersigned parties listed under Holder on the signature page hereto (each such party, including the Sponsor, CB Co-Investment and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively, the “Holders”).
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of [__________], 2021, is made and entered into by and among Chain Bridge I, a Cayman Islands exempted company (the “Company”), Chain Bridge Group, a Cayman Islands limited liability company (the “Sponsor”), CB Co-Investment LLC, an affiliate of one of the Underwriters (“CB Co-Investment”) and the undersigned parties listed under Holder on the signature page hereto (each such party, including the Sponsor, CB Co-Investment and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively, the “Holders”).
November 17th, 2021 · Common Contracts · 426 similar SEMrush Holdings, Inc. – Semrush Holdings, Inc. Class A Common Stock, par value $0.00001 per share Underwriting Agreement Semrush Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Company Firm Shares”) of Class A common stock, par value $0.00001 per share of the Company (the “Stock”) and, at the election of the Underwriters, up to [●] additional shares of Stock (the “Optional Shares”) and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of [●] shares (the “Selling Stockholder Firm Shares”). The aggregate of the Company Firm Shares and the Selling Stockholder Firm Shares is herein called the “Firm Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called t
Semrush Holdings, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [●] shares (the “Company Firm Shares”) of Class A common stock, par value $0.00001 per share of the Company (the “Stock”) and, at the election of the Underwriters, up to [●] additional shares of Stock (the “Optional Shares”) and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated in this Agreement, to sell to the Underwriters an aggregate of [●] shares (the “Selling Stockholder Firm Shares”). The aggregate of the Company Firm Shares and the Selling Stockholder Firm Shares is herein called the “Firm Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called t
June 30th, 2021 · Common Contracts · 419 similar Graphite Bio, Inc. – 14,000,000 Shares GRAPHITE BIO, INC. COMMON STOCK, PAR VALUE $0.00001 PER SHARE UNDERWRITING AGREEMENT June 24, 2021
July 29th, 2021 · Common Contracts · 401 similar Alpha Healthcare Acquisition Corp Iii – REGISTRATION RIGHTS AGREEMENT THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 26, 2021, is made and entered into by and among Alpha Healthcare Acquisition Corp. III, a Delaware corporation (the “Company”), AHAC Sponsor III LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively, the “Holders”).
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of July 26, 2021, is made and entered into by and among Alpha Healthcare Acquisition Corp. III, a Delaware corporation (the “Company”), AHAC Sponsor III LLC, a Delaware limited liability company (the “Sponsor”) and the undersigned parties listed on the signature page hereto under “Holders” (each such party, together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively, the “Holders”).
December 22nd, 2016 · Common Contracts · 400 similar GTT Communications, Inc. – INDENTURE Dated as of December 22, 2016 between GTT ESCROW CORPORATION, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee 7.875% SENIOR NOTES DUE 2024 INDENTURE, dated as of December 22, 2016, between the Issuer (as defined below) and Wilmington Trust, National Association, a national banking association duly organized and existing under the laws of the United States of America, as Trustee.
INDENTURE, dated as of December 22, 2016, between the Issuer (as defined below) and Wilmington Trust, National Association, a national banking association duly organized and existing under the laws of the United States of America, as Trustee.
June 14th, 2021 · Common Contracts · 399 similar WisdomTree Investments, Inc. – WISDOMTREE INVESTMENTS, INC. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of June 14, 2021 3.25% Convertible Senior Notes due 2026 INDENTURE dated as of June 14, 2021 between WISDOMTREE INVESTMENTS, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
INDENTURE dated as of June 14, 2021 between WISDOMTREE INVESTMENTS, INC., a Delaware corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
March 4th, 2021 · Common Contracts · 385 similar Alpha Healthcare Acquisition Corp Iii – FORM OF INDEMNITY AGREEMENT THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2021, by and between Alpha Healthcare Acquisition Corp. III, a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of _________, 2021, by and between Alpha Healthcare Acquisition Corp. III, a Delaware corporation (the “Company”), and ___________ (“Indemnitee”).
March 16th, 2022 · Common Contracts · 374 similar Axcella Health Inc. – SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 16, 2022, between Axcella Health 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”).
This Securities Purchase Agreement (this “Agreement”) is dated as of March 16, 2022, between Axcella Health 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”).
April 12th, 2019 · Common Contracts · 370 similar Emagin Corp – SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of April , 2019 between eMagin Corporation, 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”).
This Securities Purchase Agreement (this “Agreement”) is dated as of April , 2019 between eMagin Corporation, 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”).
November 2nd, 2018 · Common Contracts · 341 similar Plug Power Inc – SECURITIES PURCHASE AGREEMENT This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 1, 2018, is by and among Plug Power Inc., a Delaware corporation with offices located at 968 Albany Shaker Road, Latham, New York 12110 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 1, 2018, is by and among Plug Power Inc., a Delaware corporation with offices located at 968 Albany Shaker Road, Latham, New York 12110 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
May 14th, 2021 · Common Contracts · 338 similar Marqeta, Inc. – Contract THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
THIS WARRANT AND THE SHARES ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR THE SECURITIES LAWS OF ANY STATE AND, EXCEPT AS SET FORTH IN SECTIONS 5.3 AND 5.4 BELOW, MAY NOT BE OFFERED, SOLD, PLEDGED OR OTHERWISE TRANSFERRED UNLESS AND UNTIL REGISTERED UNDER SAID ACT AND LAWS OR, IN THE OPINION OF LEGAL COUNSEL IN FORM AND SUBSTANCE SATISFACTORY TO THE ISSUER, SUCH OFFER, SALE, PLEDGE OR OTHER TRANSFER IS EXEMPT FROM SUCH REGISTRATION.
January 3rd, 2022 · Common Contracts · 337 similar Amylyx Pharmaceuticals, Inc. – Amylyx Pharmaceuticals, Inc. Common Stock Underwriting Agreement Amylyx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [•] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [•] additional shares (the “Optional Shares”) of common stock, par value $0.0001 per share (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
Amylyx Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [•] shares (the “Firm Shares”) and, at the election of the Underwriters, up to [•] additional shares (the “Optional Shares”) of common stock, par value $0.0001 per share (“Stock”) of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
July 9th, 2021 · Common Contracts · 317 similar Compass Therapeutics, Inc. – COMPASS THERAPEUTICS, INC. Common Stock (par value $0.0001 per share) At Market Issuance Sales Agreement
June 7th, 2018 · Common Contracts · 311 similar CAPSTONE TURBINE Corp – SUBORDINATED INDENTURE CAPSTONE TURBINE CORPORATION ISSUER and COMPUTERSHARE TRUST COMPANY, N.A. TRUSTEE Dated as of Subordinated Indenture, dated as of [__] [__], 2018, between Capstone Turbine Corporation, a Delaware corporation (“Company”), and Computershare Trust Company, N.A., a national banking association, as trustee (“Trustee”).
Subordinated Indenture, dated as of [__] [__], 2018, between Capstone Turbine Corporation, a Delaware corporation (“Company”), and Computershare Trust Company, N.A., a national banking association, as trustee (“Trustee”).
February 27th, 2018 · Common Contracts · 305 similar Okta, Inc. – Dealer] The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer] (“Dealer”) and Okta, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer] (“Dealer”) and Okta, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
July 26th, 2021 · Common Contracts · 300 similar Nuvalent, Inc. – Nuvalent, Inc. Common Stock Underwriting Agreement Nuvalent, Inc. a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of [●] shares (the “Underwritten Shares”) of common stock, par value $0.0001 per share (the “Class A common stock”), of the Company or, to the extent shares are purchased by entities affiliated with Deerfield Healthcare Innovations Fund, L.P. or Deerfield Private Design Fund IV, L.P., Class B common stock, $0.001 par value per share (the “Class B common stock” and, together with the Class A common stock, the “Common Stock”) and, at the option of the Underwriters, up to an additional [●] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to
Nuvalent, Inc. a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of [●] shares (the “Underwritten Shares”) of common stock, par value $0.0001 per share (the “Class A common stock”), of the Company or, to the extent shares are purchased by entities affiliated with Deerfield Healthcare Innovations Fund, L.P. or Deerfield Private Design Fund IV, L.P., Class B common stock, $0.001 par value per share (the “Class B common stock” and, together with the Class A common stock, the “Common Stock”) and, at the option of the Underwriters, up to an additional [●] shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to
May 25th, 2018 · Common Contracts · 290 similar AVROBIO, Inc. – LOAN AND SECURITY AGREEMENT THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 23, 2017 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and AVROBIO, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows:
THIS LOAN AND SECURITY AGREEMENT (this “Agreement”) dated as of June 23, 2017 (the “Effective Date”) between SILICON VALLEY BANK, a California corporation with a loan production office located at 275 Grove Street, Suite 2-200, Newton, Massachusetts 02466 (“Bank”), and AVROBIO, INC., a Delaware corporation (“Borrower”), provides the terms on which Bank shall lend to Borrower and Borrower shall repay Bank. The parties agree as follows: