EX-10.2
from 8-K
8 pages
This Letter (The “Agreement”) Constitutes the Agreement Between Laidlaw & Company (Uk) Ltd, as Lead Placement Agent (“Laidlaw” or the “Placement Agent”), and Amesite 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 (I) Shares of Common Stock, Par Value, $0.001 Per Share (The “Shares”) and (II) Warrants to Purchase One Share of Common Stock Per Share (The “Warrants”). the Warrants Will Be Exercisable Commencing Six Months After the Date of Their Issuance, Have an Exercise Price of $0.82 Per Share and Will Expire Five and One-Half Years From the Date of Issuance, Subject to Adjustment as Set Forth Therein. the Securities Shall Be Sold as a Unit (The “Unit” and Together With the Shares, Warrants and the Shares of Common Stock Issuable Upon Exercise of the Warrants, the “Securities”) With Each Unit Consisting of (I) One Share, and (II) One Warrant. the Shares Shall Be Offered and Sold Under the Company’s Registration Statement on Form S-3 (File No. 333-260666) (The “Registration Statement”), and the Warrants Shall Be Offered and Sold in Reliance Upon Exemption From the Registration Requirements of Section 5 of the Securities Act Contained in Section 4(a)(2) Thereof and/or Regulation D Thereunder. the Documents Executed and Delivered by the Company and the Purchasers (As Defined Below), as Applicable, in Connection With the Placement, Including, Without Limitation, a Securities Purchase Agreement (The ”Purchase Agreement”) and Warrant Certificates, Shall Be Collectively Referred to Herein as the “Transaction Documents.”
12/34/56
