EX-1.1
from 8-K
16 pages
This Will Confirm Our Agreement That Sysorex, Inc. (The “Company”) Has Engaged Joseph Gunnar & Co., LLC (“Placement Agent”) to Act as the Company’s Exclusive Placement Agent With Respect Effectuating an Offering of Its Securities for a Twelve-Month Term (The “Term”). for Purposes of This Agreement, the Term “Offering” Means a Private Placement Pursuant to Which the Company Will Be Offering a Minimum of $9,000,000 (“Minimum Amount”) and Up to a Maximum of $13,500,000 and an Over-Allotment Option of $1,687,500 (Together $15,187,500, the “Maximum Amount”) of Debentures and Warrants. Based on the 12.5% Original Issue Discount on the Debentures, Gross Proceeds in Cash Payments From Investors Shall Be $8,000,000 on the Minimum Amount and $12,000,000 on the Maximum Amount ($13,500,000 Including the Over-Allotment Option of $1,500,000). Placement of the Debentures and Warrants Will Be Made on a “Commercially Reasonable Efforts,” “All-Or-None” Basis With Respect to the Minimum Amount and on a “Commercially Reasonable Efforts” Basis as to All Debentures and Warrants in Excess of the Minimum Amount. All Capitalized Terms Used Herein That Are Not Otherwise Defined Herein Shall Have the Meaning Ascribed to Such Terms in the Purchase Agreement (As Defined Below)
12/34/56