Agreement Term This Agreement commences on the Effective Date and continues until terminated in compliance with this Clause.
Employment Term The Company shall employ the Executive, and the Executive hereby accepts employment with the Company, upon the terms and conditions set forth in this Agreement, for the period beginning on the Effective Date and, subject to Section 3, ending on the four-year anniversary of the Effective Date (the “Initial Term”). This Agreement shall automatically renew and extend for successive one-year periods (each such one-year period, a “Renewal Term”) unless either party elects not to renew this Agreement and gives written notice thereof to the other party not less than 60 days prior to expiration of the then-existing Initial Term or Renewal Term; provided, however, that if either the Executive or the Company has provided a notice of non-renewal hereunder, the Company may determine, in its sole discretion, that such termination shall be effective on any date prior to the end of the then-existing Initial or Renewal Term (and in such event the Company shall pay the Executive through the end of such 60-day period regardless of the Company’s election to commence such termination earlier than specified in the notice of non-renewal), and it shall not change the basis for the Executive’s termination of employment nor be construed or interpreted as a termination of employment pursuant to Section 3 below. Notwithstanding any other provision of this Agreement, the Executive’s employment pursuant to this Agreement may be terminated at any time in accordance with Section 3. The period during which the Executive is employed shall be referred to herein as the “Employment Term.”
ENGAGEMENT TERM The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final Closing Date of the Placement and (ii) the date either party terminates the engagement according to the terms of the next sentence (such date, the “Termination Date”). After an initial period of thirty (30) days from the date of the Company’s Engagement Letter, dated December 11, 2024, with the Placement Agent (the “Engagement Letter”), the engagement may be terminated at any time by either party upon ten (10) days’ written notice to the other party, effective upon receipt of written notice to that effect by the other party. The period described in the preceding two sentences shall represent the “Engagement Term.” The Agreement may not be earlier terminated except for Cause (defined hereinafter). If there is a Closing of the Placement, or if the Termination Date occurs prior to Closing of the Placement (other than for Cause), then if within twelve (12) months following such time, the Company completes any financing of equity, equity-linked, convertible or debt or other capital raising activity with, or receives any proceeds from, any of the investors contacted or introduced by Maxim during the Engagement Term, then the Company will pay Maxim upon the closing of such financing or receipt of such proceeds the compensation set forth in Section 3 herein. “Cause,” for the purpose of this Agreement, shall mean, as determined by a court of competent jurisdiction, Mxxxx’s gross negligence, willful misconduct, or a material breach of this Agreement, after being notified in writing of such conduct, and not curing such alleged conduct within ten (10) business days of notification of such alleged wrongful conduct. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution, future rights and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. Maxim agrees not to use any confidential information concerning the Company provided to Maxim by the Company for any purposes other than those contemplated under this Agreement.
Payment Term 6.1 With the acceptance of the offer by receiving the Confirmation Email the Lender must pay in the entire loan amount to the Escrow-Account within seven days as laid out in described in the Confirmation Email. The transfer can be made using all the payment methods offered by the platform, including: bank transfer, SEPA direct debit, credit card (up to a maximum of EUR 1,500), SOFORT and use of funds already available on the Investor Wallet. 6.2 If the lender does not comply with his obligation to pay within seven days, the loan agreement expires automatically, without the need for a separate termination by the borrower. 6.3 The offer is not complete and effective until the complete loan amount has been paid into the Escrow-Account as published on the platform. The transfer may be carried out by any of the payment methods offered by the Platform, such as bank transfer, SEPA Direct Debit, credit aard (up to EUR 1,500 maximum), SOFORT and use of funds already available on the Investor Wallet.
Initial Term The initial term will begin on the date set forth in the Contract documents or on the date the Contract is signed by all Parties, whichever is later.