Common use of Accountable Expenses Clause in Contracts

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 Section.. The Company and the Representative acknowledge that the Company has previously paid to the Representative an expense advances in the amount of fifty thousand dollars ($50,000) (the “Advance”) against the Representative’s out-of-pocket costs and expenses. All or a portion of the Advance will be returned to the Company to the extent such out-of-pocket accountable expenses are not actually incurred in accordance with FINRA Rule 5110(g)(4)(A). The Representative’s total out-of-pocket accountable expenses (including legal fees and expenses) in connection with the Offering shall not exceed $200,000. The Company will pay the Representative a non-accountable expense allowance of one percent (1%) of the gross proceeds from the Offering upon the Closing of the Offering.

Accountable Expenses. (a) The Company will 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 Representative 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; the reasonable fees and expenses of preparing of bound volumes in such quantities as the Representative may reasonably request; transfer taxes, if any, payable upon the transfer of securities from us to the underwriters; and the fees and expenses of the transfer agent, clearing firm and registrar for the shares; and FINRA filing fees and reasonable and documented fees and disbursements of Representatives counsel associated with the FINRA filing; provided that actual accountable expenses of the Underwriter under this Section 4.6(a) shall not exceed $35,000. (b) The Company also reimburse agrees to pay the Representative’s other reasonable and documented 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 anyRepresentative’s counsel; (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, 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 actual accountable 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 (ixUnderwriter under this Section 4.6(b) all other costs and expenses incident to the performance of its obligations hereunder which are not otherwise specifically provided for in this Section.. The Company and the Representative acknowledge that the Company has previously paid to the Representative an expense advances in the amount of fifty thousand dollars ($50,000) (the “Advance”) against the Representative’s out-of-pocket costs and expenses. All or a portion of the Advance will be returned to the Company to the extent such out-of-pocket accountable expenses are not actually incurred in accordance with FINRA Rule 5110(g)(4)(A). The Representative’s total out-of-pocket accountable expenses (including legal fees and expenses) in connection with the Offering shall not exceed $200,000. The Company will pay 20,000; provided further, that the Representative a non-actual accountable expense allowance of one percent (1%) expenses of the gross proceeds from Underwriter under this Section 4.6 shall not exceed $55,000; provided further, that the Offering upon discount retained by the Closing of Underwriter in Section 2 plus the Offeringaccountable expenses in this Section 4.6 shall be subject to any limitation imposed by FINRA rules, regulations or interpretations.

Accountable Expenses. (a) The Company will also reimburse hereby agrees to pay on the Representative’s out-of-pocket accountable expensesClosing Date all expenses typically borne by issuers relating to the offering, 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 all filing fees and communication expenses of the Company’s counsel and accountants in connection with relating to the registration of the Offered Shares with the Securities and Exchange Commission; (ii) all Public Filing System filing fees associated with the review of the Offering by FINRA; (iii) all fees and expenses relating to the listing of the Common Stock on The NASDAQ Capital Market, (iv) all fees, expenses and disbursements relating to the registration, qualification or exemption of the Shares under the Securities Act securities laws of such foreign jurisdictions as the Company and the Selling Agent together determine; (v) the costs of all other expenses in connection with the preparation, printing, reproduction mailing and filing printing of the Registration Statement, any preliminary prospectus, any Issuer Free Writing Prospectus and the Prospectus and amendments all amendments, supplements and supplements exhibits thereto and (all in such quantities as the mailing Selling Agent may reasonably require); (vi) the costs of preparing, printing and delivering certificates representing the Shares; (vii) fees and expenses of copies thereof the transfer agent for the Shares; (viii) stock transfer and/or stamp taxes, if any, payable upon the transfer of the Shares from the Company to the Underwriters and dealersSelling Agent; (iiix) actual accountable road show expenses for the Offering; (x) the cost of printing or producing this Agreement, closing documents (including any compilations thereof) and any other documents in connection associated with the Selling Agent’s use of book-building and compliance software for the Offering, purchase, sale and delivery ; (xi) up to $20,000 of the Offered Securities; (iii) all expenses in connection with the qualification of the Offered Securities for offering reasonable and sale under state securities laws, including the reasonable documented fees and disbursements of counsel for the Underwriters in connection with such qualification Selling Agent’s counsel; and in connection with the Blue Sky survey if any; (ivxii) 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 background checks of the terms of the sale of the Offered SecuritiesCompany’s officers and directors; 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 total actual accountable 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 Selling Agent reimbursed under this Section.. The Company and the Representative acknowledge that the Company has previously paid to the Representative an expense advances in the amount of fifty thousand dollars ($50,000Section 4.6.1(a) (the “Advance”) against the Representativeincluding Selling Agent’s out-of-pocket costs and expenses. All or a portion of the Advance will be returned to the Company to the extent such out-of-pocket accountable expenses are not actually incurred in accordance with FINRA Rule 5110(g)(4)(A). The Representative’s total out-of-pocket accountable expenses (including legal fees and counsel expenses) in connection with the Offering shall not exceed $200,000. The Company 50,000. (b) In the event of termination of this Agreement, any reimbursement of expenses to the Selling Agent will pay be limited to those actually incurred by the Representative a non-accountable expense allowance of one percent (1%) of the gross proceeds from the Offering upon the Closing of the OfferingSelling Agent pursuant to FINRA Rule 5110(f)(2)(D)(i).