Financial Advisory Fee. The Subscriber understands that, in connection with the issue and sale of the Units pursuant to the Offering, the Financial Advisor will receive from the Company on Closing a Financial Advisory Fee equal to 7% of the gross proceeds from the Offering. The Company will also issue to the Financial Advisor that number of share purchase warrants (“Financial Advisor’s Warrants”) equal to 7% of the Units sold to the Subscriber. Each Financial Advisor’s Warrant will entitle the Financial Advisor to acquire a Common Share at the same price and over the same term as the Warrants and will be evidenced by a form of Financial Advisor’s Warrant.
Financial Advisory Fee. Upon the execution of this Agreement, the Company shall sell to the Financial Advisor and/or persons designated by the Financial Advisor ("holders"), for an aggregate purchase price of ten dollars ($10), Common Stock Purchase Warrants (the "Warrants") for the purchase of an aggregate of 750,000 shares of the Company's Common Stock at exercise prices as reflected below: NUMBER OF WARRANTS EXERCISE PRICE ------------------ -------------- 250,000 $1.00 250,000 $1.50 250,000 $2.00 The Warrants may be exercised in whole or in part, at any time, and from time to time, during the five (5) year period following the date of this Agreement. In the event the shares of common stock underlying the Warrants (the "Shares") are not registered under the Securities Act of 1933, as amended (the "Act") when exercised and issued, the certificates representing the Shares shall bear the following legend: The securities represented by this certificate may not be offered or sold except pursuant to (i) an effective registration statement under the Act, (ii) to the extent applicable, Rule 144 under the Act (or any similar rule under such Act relating to the disposition of securities), or (iii) an opinion of counsel, if such opinion shall be reasonably satisfactory to counsel to the issuer, that an exemption from registration under such Act and applicable state securities laws is available. If at any time after the date of this Agreement, the Company shall register any of its securities or securities of selling stockholders for sale pursuant to a Registration Statement under the Act, or file a Notification on Form 1-A, or otherwise register securities under the Act (collectively the "Registration Documents"), the Company shall be required to register all 750,000 Shares by offering all of the holders of the Warrants and/or the Shares the opportunity to register the Shares without cost to the holders thereof, except for costs of brokerage commissions and costs of any counsel to the holders. In connection with these registration rights, the Company shall give all of the holders of the Warrants and/or Shares notice by certified or registered mail, return receipt requested, at least twenty (20) business days prior to the filing of such Registration Document, of the Company's intent to register the Shares. The Company agrees to periodically advise the holders of the status of the Registration Statement, and the effective date of the Registration Statement. In addition, the Company agrees t...
Financial Advisory Fee. The Company shall pay to the Financial Advisor a financial advisory fee of $50,000 payable as follows:
Financial Advisory Fee. Upon the execution of this Agreement, the Company shall issue to the Financial Advisor and/or persons designated by the Financial Advisor (“holder”) 30,000 shares of the Company’s Common Stock (the “Shares”) in consideration for the Financial Advisory services rendered hereunder. The Shares shall not have been registered under the Securities Act of 1933, as amended (the "Act"), and the certificates representing the Shares shall bear the following legend: The securities represented by this certificate may not be offered or sold except pursuant to (i) an effective registration statement under the Act, (ii) to the extent applicable, Rule 144 under the Act (or any similar rule under such Act relating to the disposition of securities), or (iii) an opinion of counsel that an exemption from registration under such Act and applicable state securities laws is available.
Financial Advisory Fee. A Financial Advisory fee will be distributed to Formation in accordance with the terms and conditions of the Term Sheet. A minimum of 50% of the Financial Advisory fees received by Formation will be contributed by Formation to Newco in return for Class A Membership Interests. Northbrook shall receive 10% of all such Class A shares received by Formation. The remainder of the Financial Advisory fees received by Formation shall be distributed in accordance with Exhibit B.
Financial Advisory Fee. In connection with the proposed Debt Offering and Private Placement, we will perform certain financial advisory services for the Company. The Company will pay us a fee of 500,000 common shares of TenthGate common stock due upon the completion of the Debt Offering , and an additional 500,000 common shares on or before the filing of the registration statement. These common shares shall contain customary “best efforts” piggy-back and demand registration right provisions with (a) no penalties and (b) explicit ability of the company to settle in unregistered shares, if necessary. These common shares will be included in the companies first registration statement.
Financial Advisory Fee. The Purchasers understand that, in connection with the issue and sale of the Purchase Securities pursuant to this Agreement, CCI Financial Group Inc. (“CCI”) and Baneberry Capital Corp. (“Baneberry”) (each, a “Financial Advisor” and, collectively, the “Financial Advisors”) will receive from EPOD at the Initial Closing a financial advisory fee, in cash, equal, in the aggregate, to 10% of the gross proceeds to EPOD from the sale of the Purchase Securities hereunder. In addition, EPOD will issue to each Financial Advisor Warrants (collectively, the “Financial Advisor Warrants”), in the case of CCI, equal to 1% of the Purchase Securities sold to the Purchasers hereunder and, in the case of Baneberry, equal to 8% of the Purchase Securities sold to the Purchasers hereunder. Each Financial Advisor Warrant will entitle the Financial Advisor to acquire EPOD Shares or shares of Common Stock, as applicable, at the same price and upon the same terms and conditions as the Warrants issued to the Purchasers; provided, that the Corporation shall not be required to register any Financial Advisor Warrant pursuant to the Registration Rights Agreement.
Financial Advisory Fee. In connection with the transaction contemplated by this Agreement, at the Close of Escrow, Sellers shall pay a financial advisory fee of $750,000.00 plus reimbursable expenses to Signal Hill Capital Group LLC (the “Advisory Fee”). The Advisory Fee shall be paid through Escrow at the close thereof. With the exception of such Advisory Fee, Buyer and Sellers each represent to the other that they have not entered into any agreement or incurred any obligation which might result in the obligation to pay an advisory fee, sales or brokerage commission, finder’s fee or similar remittance (collectively, “Commission”) with respect to this transaction. Buyer and Sellers each agree to indemnify, defend and hold harmless the other from and against any and all losses, claims, damages, costs or expenses (including attorneys’ fees) which the other may incur as a result of any claim made by any person to a right to a Commission in connection with this transaction to the extent such claim is based, or purportedly based, on the acts or omissions of Sellers or Buyer, as the case may be. The obligations of Buyer and Sellers under this Section 16 shall survive the Close of Escrow or any termination of this Agreement.
Financial Advisory Fee. Upon any exercise of Series B Warrants (the effective date of any such exercise, a “Series B Exercise Date”), the Company shall pay to the applicable Underwriter a financial advisory fee equal to 4.8% of the gross proceeds received by the Company from such exercise (the “Advisory Fee”). The Company shall provide the Underwriter with written notice of each exercise of Series B Warrants within three business days of the applicable Series B Exercise Date. Any such Advisory Fee shall be paid to the Underwriter not less than two (2) business days after notice of the Series B Exercise Date giving rise to such Advisory Fee and shall be paid by wire transfer of immediately available funds to an account previously specified by the Underwriter.
Financial Advisory Fee. Within two (2) business days after signing the Agreement, the Company shall pay JSC an initial advisory fee equal to $12,500, plus $5,000 in non-accountable expenses. In addition, the Company shall pay JSC another $9,500 advisory fee, $3,000 escrow expense, plus $5,000 in non-accountable expenses due upon Closing of the initial transaction with investors identified by the Company. In the event the Company requests, and the Advisor agrees, to perform additional services outside the scope of this engagement, the parties agree to negotiate in good faith any additional fees and expenses in advance of performing such services. Any additional services, fees and expenses shall be agreed to in writing, including via email, prior to Advisor performing such services.
