Financing Fees. For any Financing the Company shall: a) pay CGF a cash fee of 8% of the amount of capital raised, invested or committed; and b) grant CGF Agent Warrants to purchase 8% of the amount of capital raised, invested or committed in the form of, at CGF's option, (a) the securities issued pursuant to a Financing or (b) common stock of the Company. The Agent Warrants shall have (a) an exercise price equal to that of the securities issued pursuant to the transaction, (b) a 5-year term, (c) cashless exercise provisions, (d) standard anti-dilution protections, and (e) one demand registration right and unlimited "piggy-back" registration rights; and c) pay CGF a cash fee for unallocated expenses of 3% of the amount of capital raised, invested or committed; and d) agree to pay CGF a warrant solicitation fee for any warrants issued to investors in the Financing, in an amount equal to five percent (5%) of the funds received by the Company upon such exercise, which fee shall be paid at any time that any such warrants are exercised. QuickLinks
Financing Fees. At the first closing under each Financing, Company shall pay to VFIN a fee on VFIN-introduced sources (each a “Financing Fee”) in immediately available funds equal to the sum of one and one-half percent (1 1/2%) of all secured debt funds available; plus four percent (4%) of all unsecured debt funds available, plus ten percent (10%) of all equity funds raised in amounts up to $3 million, eight percent (8%) in amounts from $3 million to $6 million, and seven percent (7%) for amounts greater than $ 6million, in the private markets in connection with such Financing. For purposes of calculating any Financing Fee, convertible securities shall be treated as equity. The Financing Fee shall be calculated on the gross total credit facility before any deductions, including but not limited to fees, deposits, transaction expenses, reserves, insurance or other amounts withheld or paid by the “Financing Source.” If a Transaction results from an introduction by the Company to a Financing Source, then fees associated with that particular Transaction shall be reduced by half. If the funds raised by Company pursuant to a Financing are to be received in whole or in part via installment payments, such installment payments shall be valued on a discounted present value basis using a discount rate of eight percent (8%) per annum.
Financing Fees. Subject to Section 15.06 above, any (a) financing fee, extension fee, rate lock fee, interest rate breakage costs or other similar fee in connection with the Refinancing (a “Refinancing Fee”) required to be paid prior to the Closing, (b) Refinancing Third-Party Costs and (c) any other fees and expenses incurred in connection with the Refinancing (including, without limitation, any legal fees of a lender, any mortgage recordation or similar fees and any due diligence costs incurred by a lender) (collectively, the “Other Refinancing Fees and Expenses”) shall be shall be borne in accordance with Section 15.08 above.
Financing Fees. A cash fee, payable by the Company (“no load” to purchasers of Securities) upon consummation of any Financing and equal to the sum of the following amounts (collectively, a “Financing Fee”):
Financing Fees. Administrative Agent shall have received, for the account of each Lender, the fees payable pursuant to the Fee Letter with respect to each such Borrowing.
Financing Fees. At the first closing under each Financing by sources pre-approved by and introduced to the Company by VFIN, Company shall pay to VFIN a fee (each a "Financing Fee" in immediately available funds equal to the sum of one and one- half percent (1 ½%) of all secured debt funds raised; four percent (4%) of all unsecured debt funds raised; nine (9%) percent of all equity funds raised in the private markets in connection with such Financing, as well as three (3%) percent non accountable expense allowance. For purpose of calculating any Financing Fee, convertible securities shall be treated as equity. The Financing Fee shall be calculated on the gross total credit facility before any deductions, including but not limited to fees, deposits, transaction EXPENSES, reserves, insurance or other amounts withheld or paid by the "Financing Source." If the funds raised by Company pursuant to a Financing are to be received in whole or in part via installment payments, such installment payments shall be valued on a discounted present value basis using a discount rate of eight percent (8%) per annum. To the extent such future payments are not currently ascertainable or relate to the exercise of options, warrants and/or similar securities, the portion of the Financing Fee relating thereto shall be payable upon the receipt of such contingent payments.
Financing Fees. In the event that MDB acts as a placement agent with respect to any Financing for the Company, including the Pre-Listing Financing and any subsequent Financings, the Company shall pay to MDB a fee equal to ten percent (10.0%) of the gross amount of funds raised . This fee shall be paid to MDB concurrent with each closing of any financing (each such event a “Closing” and all such events together “Closings”) and shall be paid either in cash or in shares of the Company’s stock of the same description issued pursuant to the Financing (the “Placement Agent Equity”), the determination of which shall be at the sole discretion of MDB. The calculation of the number of shares of the Company’s stock to be issued to MDB or its Designees (as defined and provided for herein) shall be based on a value for these shares equal to the value of such shares issued to investors pursuant to the relevant Financing. All cash fees due to MDB shall be paid to MDB directly from the proceeds of the relevant Financing at each Closing. Additionally, MDB or its designees (as provided for herein) will be issued warrants (“Placement Warrants”) to purchase an equity interest of the Company equal to ten percent (10.0%) of the securities issued to investors pursuant to such Financing, including, but not limited to securities issued to investors at a Closing. These Placement Warrants shall be exercisable for a period of five (5) years at the per share price (or equivalent) of securities sold in the related Financing and shall contain weighted-average price-based anti-dilution provisions. The equity underlying the Placement Warrants and any Placement Agent Equity will have standard demand and piggyback registration rights, and the Placement Warrants will have cashless exercise provisions. For clarification, the Company is not obligated to engage MDB to act as its Private Placement agent, except as provided for herein, but to the extent that MDB finds investors in connection with a private placement by the Company, the Company will pay the above consideration.
Financing Fees. In the event this Agreement is terminated due to Buyer failing to accomplish the financing contemplated in Section 3.5 or otherwise terminated in the absence of material misrepresentation by Seller, on or before the Closing Date, Buyer shall immediately pay to Seller an amount in cash equal to the total amount of third-party fees and expenses directly incurred by Seller in connection with the transactions contemplated by this Agreement, including all counsel fees and expenses, and all audit and accounting fees and expenses incurred in connection with the preparation of the Financial Statements, in an amount not to exceed $50,000.
Financing Fees. The Borrower shall pay all financing fees and charges due and payable in relation to the Agreement to the Lender on the Due Dates as specified hereunder.
Financing Fees. Where the Company has made available an IPO Loan to the Client in connection with the Application, the Client irrevocably agrees and confirms that the Company or its nominee (as the case may be) is authorised to apply any refund amount towards the settlement of any amount owing by the Client to the Company in the manner specified in Clause 4.2 (Disposal of Allotted Securities) of this Appendix II.
