EX-1.1
from 8-K/A
7 pages
This Letter (The “Agreement”) Constitutes the Agreement Between A.G.P./ALLIANCE Global Partners, as Exclusive Placement Agent (“A.G.P.” or the “Placement Agent”), and Ocuphire Pharma, Inc., a Company Organized Under the Laws of the State of Delaware (The “Company”), That the Placement Agent Shall Serve as the Placement Agent for the Company, on a “Reasonable Best Efforts” Basis, in Connection With the Proposed Placement (The “Placement”) of Shares of Common Stock (“Common Stock”), Par Value $0.0001 Per Share (The “Shares”) and Warrants to Purchase Shares of Common Stock (“Warrants”). the Shares and Warrants Actually Placed by the Placement Agent Are Referred to Herein as the “Placement Agent Securities.” the Placement Agent Securities Shall Be Offered and Sold Under the Company’s Registration Statement on Form S-3 (File No. 333-252715) With Respect to the Placement Agent Securities. the Documents Executed and Delivered by the Company and the Purchasers (As Defined Below) in Connection With the Placement, Including, Without Limitation, a Securities Purchase Agreement (The “Purchase Agreement”), Shall Be Collectively Referred to Herein as the “Transaction Documents.” the Purchase Price to the Purchasers for the Shares and Warrants Is $4.8745 Per Share and 0.5 Warrant. the Placement Agent May Retain Other Brokers or Dealers to Act as Sub-Agents or Selected-Dealers on Its Behalf in Connection With the Placement
12/34/56
EX-1.1
from 8-K
7 pages
This Letter (The “Agreement”) Constitutes the Agreement Between A.G.P./ALLIANCE Global Partners, as Exclusive Placement Agent (“A.G.P.” or the “Placement Agent”), and Ocuphire Pharma, Inc., a Company Organized Under the Laws of the State of Delaware (The “Company”), That the Placement Agent Shall Serve as the Placement Agent for the Company, on a “Reasonable Best Efforts” Basis, in Connection With the Proposed Placement (The “Placement”) of Shares of Common Stock (“Common Stock”), Par Value $0.0001 Per Share (The “Shares”) and Warrants to Purchase Shares of Common Stock (“Warrants”). the Shares and Warrants Actually Placed by the Placement Agent Are Referred to Herein as the “Placement Agent Securities.” the Placement Agent Securities Shall Be Offered and Sold Under the Company’s Registration Statement on Form S-3 (File No. 333-252715) With Respect to the Placement Agent Securities. the Documents Executed and Delivered by the Company and the Purchasers (As Defined Below) in Connection With the Placement, Including, Without Limitation, a Securities Purchase Agreement (The “Purchase Agreement”), Shall Be Collectively Referred to Herein as the “Transaction Documents.” the Purchase Price to the Purchasers for the Shares and Warrants Is $4.8745 Per Share and 0.5 Warrant. the Placement Agent May Retain Other Brokers or Dealers to Act as Sub-Agents or Selected-Dealers on Its Behalf in Connection With the Placement
12/34/56
EX-1.1
from 8-K
9 pages
Personal and Confidential Rexahn Pharmaceuticals, Inc. 15245 Shady Grove Road, Suite 455 Rockville, Maryland 20850 Dear Sirs: This Letter Will Confirm the Understanding and Agreement (The “Agreement”) Between H.C. Wainwright & Co., LLC (“Hcw”) and Rexahn Pharmaceuticals, Inc. (The “Company”) as Follows
12/34/56
EX-1.2
from 8-K
2 pages
This Amendment Agreement (The “Agreement”), Dated as of May 19, 2009, Is Entered Into by and Among Rexahn Pharmaceuticals, Inc. (The “Company”) and Rodman & Renshaw, LLC (The “Placement Agent”). Defined Terms Not Otherwise Defined Herein Shall Have the Meanings Set Forth in the Engagement Agreement (As Defined Below). Whereas, Pursuant to an Engagement Agreement Dated April 6, 2009 (The “Engagement Agreement”) the Company Engaged the Placement Agent as Its Placement Agent on “Reasonable Best Efforts” Basis in Connection With a Proposed Placement of Registered Securities of the Company; and Whereas, the Company and the Placement Agent Desire to Amend the Engagement Agreement as Set Forth Hereunder. Now Therefore, for Good and Valuable Consideration, the Receipt and Sufficiency of Which Is Hereby Acknowledged, Each Holder Hereby Agrees as Follows: 1. Amendment. Section 1 of the Engagement Agreement Is Hereby Amended and Replaced in Its Entirety With the Following
12/34/56