Accountable Expenses Sample Clauses

Accountable Expenses. The Company further agrees that, in addition to the expenses payable pursuant to Section 4.10 and Section 4.12, on the Closing Date, it shall pay to the Representative, by deduction from the net proceeds of the Offering contemplated herein, an accountable expense allowance equal to $100,000.

Accountable Expenses. The Company shall be responsible for and shall pay all expenses relating to the Offering, including (A) all filing fees and communication and printing expenses relating to the registration of the Securities and the filing of the offering materials with FINRA; (B) costs of preparing, printing and delivering exhibits to the Registration Statement; (C) fees associated with translating documents for due diligence purposes; (D) fees of the Company’s counsel and accountants, including fees associated with “blue sky” filings; (E) fees to translate documents for due diligence purposes; and (F) reasonable costs for road show meetings, including the cost of informational meetings. In addition, the Company shall reimburse the underwriters for all expenses of the Representative related to the Offering, including legal expenses, expenses related to printing, road show, due diligence, virtual data room and background checks, and other related expenses; provided, that such reimbursement obligation for accountable expenses shall not exceed $175,000. (A) Such expense reimbursements shall be paid by the Company promptly, but in no event more than ten (10) days after the date upon which the expense is submitted to the Company by the Representative, accompanied by appropriate back-up documentation. (B) Costs associated with “tombstone” advertisements, measuring at least 5x5 inches, that announce the completion of the offering to the financial community in publications to be designated by the Representative may not exceed $8,000 of the Company’s total $175,000 accountable expense reimbursement obligation. (C) In the event that the Offering is terminated, the Company agrees to reimburse the Underwriters pursuant to Section 7 hereof.

Accountable Expenses. The Company will also reimburse the Representative’s out-of-pocket accountable expenses, promptly upon receipt of an invoice therefore, for out-of-pocket costs and expenses in connection with the Offering, in total up to two hundred thousand dollars ($200,000) including but not limited to, (i) the fees, disbursements and expenses of the Company’s counsel and accountants in connection with the registration of the Offered Securities under the Securities Act and all other expenses in connection with the preparation, printing, reproduction and filing of the Registration Statement, any preliminary prospectus, any Issuer Free Writing Prospectus and the Prospectus and amendments and supplements thereto and the mailing and delivering of copies thereof to the Underwriters and dealers; (ii) the cost of printing or producing this Agreement, closing documents (including any compilations thereof) and any other documents in connection with the Offering, purchase, sale and delivery of the Offered Securities; (iii) all expenses in connection with the qualification of the Offered Securities for offering and sale under state securities laws, including the reasonable fees and disbursements of counsel for the Underwriters in connection with such qualification and in connection with the Blue Sky survey if any; (iv) all fees and expenses in connection with listing the Offered Securities on Nasdaq; (v) the filing fees incident to, and the reasonable fees and disbursements of counsel for the Underwriters in connection with, any required review by FINRA of the terms of the sale of the Offered Securities; provided, that the reasonable fees and disbursements of counsel to the Underwriters; (vi) the cost of preparing stock certificates, if applicable; (vii) the cost and charges of any transfer agent or registrar; (viii) the costs and expenses of the Company relating to investor presentations on any “road show” undertaken in connection with the marketing of the Offered Securities, including without limitation, expenses associated with the production of road show slides and graphics, fees and expenses of any consultants engaged in connection with the road show presentations with the prior approval of the Company, travel and lodging expenses of the representatives and officers of the Company and any such consultants if any incurred; and (ix) all other costs and expenses incident to the performance of its obligations hereunder which are not otherwise specifically provided for in this Sec...

Accountable Expenses. The Company further agrees that, in addition to the expenses payable pursuant to Section 4.6(d), on the Closing Date and each Option Closing Date, if any, it will pay to the Representative an accountable expense allowance provided, that the aggregate expenses payable pursuant to Sections 4.6(d)(j), 4.6(d)(n) and this Section 4.6(e) and expenses related to EGS (including without limitation, Underwriter’s counsel fees) shall not to exceed $125,000.

Accountable Expenses. The Company hereby agrees to pay on each of the Closing Date, to the extent not paid at the Closing Date, all accountable expenses relating to the offering, including the costs of preparing, printing, mailing and delivering the registration statement, the preliminary and final prospectus contained therein and amendments thereto, post-effective amendments and supplements thereto, the underwriting agreement and related documents (all in such quantities as the Representqz3ative may reasonably require); preparing and printing stock certificates; the costs of any “due diligence” meetings; all reasonable and documented fees and expenses for conducting a net road show presentation; all filing fees (including SEC filing fees) and communication expenses relating to the registration of the shares offered hereby; FINRA filing fees; the reasonable and documented fees and disbursements of the Selling Agent’s counsel up to an amount of $40,000; background checks of the Company’s officers and directors described in Section 4.9; preparation of bound volumes and mementos in such quantities as the Selling Agent may reasonably request up to an amount of $2,000; transfer taxes, if any, payable upon the transfer of securities from us to the Selling Agents; and the fees and expenses of the transfer agent, clearing firm and registrar for the shares; provided that the actual accountable expenses of the Selling Agent shall not exceed $80,000.

Accountable Expenses. The Company agrees to reimburse DC, promptly when invoiced, for all of its reasonable out-of-pocket expenses in connection with the performance of its services hereunder, regardless of whether a transaction for which DC is entitled to compensation occurs, including the following: · Cost of on-site due diligence meetings, if applicable; · Officer background checks; · Corporate web site development costs, if applicable; · FINRA fees incurred by DC to conduct an Offering, including applicable Blue Sky fees; · State registrations, where necessary; · DC’s legal counsel fees; · Road show, travel, platform on-boarding fees, and other reasonable expenses Dxxxxx Capital, LLC February 17, 2022 Engagement Agreement · Review of printing and publication Company annual reports, quarterly reports, and/or other shareholder communication collateral material. The maximum above out of pocket reimbursable expenses shall not exceed $5,000 in the aggregate.

Accountable Expenses. Whether or not the transactions contemplated by this Agreement and the Registration Statement are consummated or this Agreement is terminated, the Company hereby agrees to pay all of the Underwriter’s costs and expenses actually incurred by the Underwriter in connection with the Offering, up to a total amount not exceeding $200,000, including the following: (A) all reasonable travel and lodging expenses incurred by the Underwriter and its counsel in connection with visits to, and examinations of, the Company; (B) background check on the Company’s principal shareholders, directors and officers; (C) the costs of all mailing and printing of the placement documents, registration statements, prospectuses and all amendments, supplements and exhibits thereto, and as many preliminary and final prospectuses as the underwriter may reasonably deem necessary; (D) the fees and expenses of the transfer agent for such Ordinary Shares; and (E) the reasonable cost for road show meetings and preparation of a power point presentation; provided, however, any expenses exceeding $5,000 shall be approved by the Company in writing or through E-mails in advance.

Accountable Expenses. (a) The Company hereby agrees to pay on each of the Closing Date, to the extent not paid at the Closing Date, all expenses typically borne by issuers relating to the offering, including the costs of preparing, printing, mailing and delivering the registration statement, the preliminary and final offering circular contained therein and amendments thereto, post-effective amendments and supplements thereto and related documents (all in such quantities as the Selling Agent may reasonably require); preparing and printing stock certificates; the costs of any “due diligence” meetings typically borne by issuers; all reasonable and documented fees and expenses for conducting a net road show presentation typically borne by issuers; all filing fees (including SEC filing fees) and communication expenses relating to the registration of the shares offered hereby; the reasonable fees and expenses of preparing of bound volumes in such quantities as the Selling Agent may reasonably request; transfer taxes, if any, payable upon the transfer of securities from us to the Selling Agent(s); and the fees and expenses of the transfer agent, clearing firm and registrar for the shares; and FINRA filing fees . (b) Regardless of whether the Offering is consummated, the Company also agrees to reimburse the Selling Agent for up to $25,000 of the Selling Agent’s outside counsel fees and expenses and for all other reasonable and documented out-of-pocket expenses; subject to any limitation imposed by FINRA rules, regulations or interpretations

Accountable Expenses. Subject to Section 13, the Company will reimburse the Managing Broker-Dealer and Selling Group Members for their expenses, on an accountable basis, in an amount equal to up to 2.5% of the principal amount of the L Bond sold, regardless of the maturity term, but subject to the final paragraph of this Section 8. The accountable expenses reimbursable under this Section 8 are referred to as “Accountable Expenses.” The Company and Managing Broker-Dealer shall work proactively with each other to insure that each are timely informed of all Accountable Expenses and commitments to pay such expenses as they are made. Accountable Expenses shall be payable in the same manner and on the same terms as Fees are payable under Section 7. In addition, the Company will pay the Managing Broker-Dealer a $5,000 monthly retainer, payable in advance on or before the third business day of each month, to reimburse anticipated due-diligence and travel-related expenses prior to the commencement of the Offering (the “Pre-Offering Monthly Retainer”); provided, however, that the maximum amount of Pre-Offering Monthly Retainer payable to the Managing Broker-Dealer will be $30,000. The Pre-Offering Monthly Retainer will no longer be payable by the Company, and shall be terminated, effective as of the month next following the month in which the Offering is declared effective by the SEC (regardless of whether or not the $30,000 maximum shall have then been attained). In the event that the Offering is terminated or abandoned such that the Pre-Offering Monthly Retainer paid to the Managing Broker-Dealer exceeds the amount of permitted Accountable Expenses hereunder, the Managing Broker-Dealer will reimburse the Company the amount of such excess. Finally (and notwithstanding the first paragraph of this Section 8), the aggregate amount of Wholesale Commissions, Accountable Expenses, the Pre-Offering Monthly Retainer, non-transaction-based and non-cash selling compensation will not aggregate to exceed the sum of the lesser of (i) 2.50% of the aggregate principal amount of L Bonds sold, regardless of their maturity term, or (ii) such lower amount as is necessary to ensure compliance with the Total Compensation limitation set forth in Section 7.6.

Accountable Expenses. The Company shall pay or reimburse the Placement Agent for the following expenses, which shall be refunded to the Company to the extent not incurred: (i) reasonable travel and related expenses incurred in connection its due diligence investigation of the Company and for reasonable expenses related to road-show and other events at which presentations are made to investors to solicit interest in the Offering, which expenses in the aggregate shall not exceed $10,000, provided that any expense in excess of $1,500 shall require pre-approval by an authorized officer of the Company. (ii) $5,000 for the counsel fees incurred by the Placement Agent in connection with the Offering. (iii) The Company shall also pay C2M Consulting $7,000 pursuant to a Consulting Agreement dated November 13, 2020 for expenses paid to unaffiliated third parties in connection with the Placement Agent’s due diligence investigation of the Company, provided that to the extent such amount is not expended in full, it shall be refunded to the Company.