Fee Tail Clause Samples

Fee Tail. If at any time from the date hereof until twelve (12) months following the Closing Date the Company consummates an offering which (i) provide for a sale of its Ordinary Shares or any of its other securities or (ii) to obtain financing or other benefits, in each case with any person introduced to the Company by the Representative prior to the Closing Date and not-known to the Company before such introduction (the “Tail Investors”), then the Company shall promptly pay the Representative an amount equal to 7% of the gross proceeds received by the Company in such transaction. The Representative shall deliver to the Company within 10 days of the Closing Date a list of all Tail Investors and proof of introduction of such investors to the Company, which list shall be deemed to be accepted by the Company unless the Company objects to any such Tail Investor within 10 days of its receipt of the list from the Representative, upon which time the parties will discuss in good faith the exclusion or inclusion of any such individual or entity as a Tail Investor. Any and all fees payable under this Section 4(a) shall be payable upon the closing of such transaction. The right to receive a fee in connection with this Section 4(a) shall be subject to FINRA Rule 5110(g)(5)(B), and the Company shall have a right of termination for cause, which includes that the Company may terminate the Representative’s engagement upon the Representative’s material failure to provide the underwriting services required by this Agreement. The Company’s exercise of the right of termination for cause will eliminate any obligations with respect to the payment of any termination fee or provision of any tail financing fee, including the tail financing set forth above.

Fee Tail. The Placement Agent’s Fee and expense reimbursements provided above shall be due and payable to W▇▇▇▇▇▇ irrespective of whether the Investors consummate the Offering during the term of this Agreement or thereafter. In addition, the Placement Agent shall be entitled to a Placement Agent’s Fee, calculated and distributed in the manner provided in Section 1 hereof, with respect to any future public or private offering or other financing or capital raising transaction of any kind provided to the Company by the Investors at any time within the 12-month period following the expiration or termination of this Agreement.

Fee Tail. ▇▇▇▇▇▇▇▇▇▇ shall be entitled to a Placement Agent’s Fee and ▇▇▇▇▇▇▇▇▇▇ Warrants, calculated in the manner provided in Paragraph A, with respect to any public or private offering (“Tail Financing”) to the extent that such financing or capital is provided to the Company by investors introduced to the Company by ▇▇▇▇▇▇▇▇▇▇, directly or indirectly, who actually participate in the Offering during the Term, if such Tail Financing is consummated at any time within the 6-month period following the expiration or termination of this Agreement (the “Tail Period”).

Fee Tail. The Company shall pay to the Placement Agent the Placement Agent Fee with respect to, and based on, any investment by any party (a “Post-Closing Investor”) introduced to the Company by Placement Agent which invests in the Company at any time prior to the date twelve (12) months after the later to occur of the Termination Date or the final Closing.

Fee Tail. Provided that (x) an Offering is consummated during the Term for a minimum of $40 million through the sale of 8,000,000 of the Public Entity’s common stock (the “Minimum Offering”) or (y) the Placement Agents have arranged for qualified investors prepared to close on at least the Minimum Offering prior to the Initial Outside Date and this Agreement is thereafter terminated prior to the consummation of a Minimum Offering (a “Qualifying Termination”), the Placement Agents shall be entitled to a Financing Fee and Broker Warrants, calculated in the manner provided in Paragraph C, with respect to any subsequent private placement of equity or equity-linked securities (a “Subsequent Financing”), to the extent that the Subsequent Financing is provided to either the Company or the post-Merger Public Entity, or to any affiliate of either the Company or the post-Merger Public Entity, by investors whom the Placement Agents had “introduced” (as defined below), directly or indirectly, to the Company during the Term, if such Subsequent Financing is consummated at any time within the 90-day period following the closing of at least the Minimum Offering or the Qualifying Termination, as applicable (the “Tail Period”); provided, however, that if the Offerings consummated during the Term are for an aggregate amount of $60 million through the sale of no more than 12,000,000 shares of the Public Entity’s common stock, then the Tail Period shall be deemed to end upon the earlier of (i) 45 days after such closing date or (ii) 60 days after the initial closing date. A party “introduced” by the Placement Agents shall mean an investor who was identified by the Placement Agents and either (i) met with the Company and/or had a conversation with the Company either in person or via telephone regarding the Offering or (ii) was provided by the Placement Agents with a copy of the Company’s offering memorandum (or other materials prepared and/or approved by the Company in connection with the Offering) based upon such investor expressing a direct interest to the Placement Agents in investing in the Offering; and, in each instance, as listed on an Exhibit that the Placement Agents shall provide in writing to the Company within 10 days following the closing of at least the Minimum Offering or the Qualifying Termination, as applicable.

Fee Tail. Subject to the terms and exceptions provided for in that certain Engagement Agreement, dated January 9, 2025, between the Representative and the Company (the “Engagement Agreement”), the Representative shall be entitled to compensation calculated in the manner set forth herein with respect to any public or private offering or other financing or capital-raising transaction of any kind (“Tail Financing”) to the extent that such financing or capital is provided to the Company (and actually received by the Company) by investors whom the Representative contacted beginning January 6, 2025 and through the term of the Engagement Agreement, if such Tail Financing is consummated at any time prior to the six (6) month anniversary of the closing of the offering contemplated hereby.

Fee Tail. ▇▇▇▇▇▇ shall be entitled to a Placement Agent’s Fee and ▇▇▇▇▇▇ Warrants, calculated in the manner provided in Paragraph A, with respect to any subsequent public or private offering or other financing or capital-raising transaction of any kind (“Subsequent Financing”) to the extent that such financing or capital is provided to the Company by investors whom ▇▇▇▇▇▇ had introduced to the Company during the Term, excluding existing stockholders of the Company, if such Subsequent Financing is consummated at any time within the 12-month period following the expiration or termination of this Agreement (the “Tail Period”). Promptly following the Closing or termination of this agreement, ▇▇▇▇▇▇ will provide Company with written notice of the parties introduced to the Company by ▇▇▇▇▇▇.

Fee Tail. The Representatives shall be entitled to compensation calculated in the manner set forth herein with respect to any public or private offering or other financing or capital raising transaction of any kind other than pursuant to (i) the Company’s Equity Distribution Agreement dated July 1, 2022 entered into with ▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. or (ii) the Company’s Any Market Purchase Agreement dated June 30, 2025 entered into with Alumni Capital LP (“Tail Financing”), to the extent that such financing or capital is provided to the Company by investors whom the Representatives contacted beginning July 7, 2025, if such Tail Financing is consummated at any time prior to the six (6) month anniversary of the Closing Time.

Fee Tail. Placement Agent shall be entitled to compensation under clauses (1) and (2) hereunder, calculated in the manner set forth therein, with respect to any public or private offering or other financing or capital-raising transaction of any kind (“Tail Financing”) to the extent that such financing or capital is provided to the Company by investors whom Placement Agent introduced to the Company during the Term, if such Tail Financing is consummated at any time within the 24-month period following the closing of the Offering.