Common use of COMPENSATION AND OTHER FEES Clause in Contracts

COMPENSATION AND OTHER FEES. As compensation for the services provided by Xxxxxx xxxxxxxxx , the Company agrees to pay to Xxxxxx the fees set forth below with respect to the Placement: (A) A cash fee payable immediately upon the closing of the Placement equal to 7% of the aggregate gross proceeds raised in the Placement; and (B) Such number of warrants (the “Xxxxxx Warrants”) issuable to Xxxxxx or its designees at the Closing to purchase shares of Common Stock equal to 5% of the aggregate number of Shares sold in the Placement, plus any Shares underlying any convertible Securities or units sold in the Placement. The Xxxxxx Warrants shall have the same terms as the warrants (if any) issued to the Purchasers in the Placement except that the exercise price shall be 125% of the public offering price per share. The Xxxxxx Warrants shall not have antidilution protections or be transferable for six months from the date of the Offering except as permitted by FINRA Rule 5110, and further, the number of Shares underlying the Xxxxxx Warrants shall be reduced if necessary to comply with Financial Industry Regulatory Authority (“FINRA”) rules or regulations. 0000 Xxxxxx xx xxx Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000  Tel: 000 000 0000 Fax: 000 000 0000 Notwithstanding any provision hereof to the contrary, this Agreement shall not entitle the Placement Agent to receive any fees or other compensation except in respect of the sale by the Company of Securities to one or more Purchasers in the Placement.

Appears in 1 contract

Samples: Placement Agent Agreement (Rexahn Pharmaceuticals, Inc.)

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COMPENSATION AND OTHER FEES. As compensation for the services provided by Xxxxxx xxxxxxxxx hereunder, the Company agrees to pay to Xxxxxx the Xxxxxx: (A) The fees set forth below with respect to the Placement: (A) 1. A cash fee payable immediately upon the closing of the Placement and equal to 76% of the aggregate gross proceeds raised in the Placement; and. (B) 2. Such number of warrants (the “Xxxxxx Warrants”) issuable to Xxxxxx or its designees at the Closing to purchase shares of Common Stock common stock of the Company (“Shares”) equal to 53% of the aggregate number of Shares sold in the Placement, plus any Shares underlying any convertible Securities or units sold in the PlacementPlacement to such purchasers. The Xxxxxx Warrants shall have the same terms as the warrants a term of two (if any2) issued to the Purchasers in the Placement except that the years, and an exercise price shall be of 125% of the public offering price per shareprice. The Xxxxxx Warrants shall not have antidilution protections or be transferable for six months from the date of the Offering Offering, except as permitted by FINRA Rule 5110, and further, the number of Shares underlying the Xxxxxx Warrants shall be reduced if necessary to comply with Financial Industry Regulatory Authority (“FINRA”) FINRA rules or regulations. 0000 Xxxxxx xx xxx Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000  Tel: 000 000 0000 Fax: 000 000 0000 Notwithstanding any provision hereof . (B) The Company also agrees to the contrary, this Agreement shall not entitle the Placement Agent reimburse all of Xxxxxx’x expenses (with supporting invoices/receipts) in amount equal to receive any fees or other compensation except in respect 1.5% of the sale by aggregate gross proceeds raised in the Company placement, with a maximum payable amount of Securities to one or more Purchasers $45,000. Such reimbursement shall be payable immediately upon (but only in the event of) the closing of the Placement.

Appears in 1 contract

Samples: Engagement Letter Agreement (Spherix Inc)

COMPENSATION AND OTHER FEES. As compensation for the services provided by Xxxxxx xxxxxxxxx xxxxxxxxx, the Company agrees to pay to Xxxxxx the Xxxxxx: (A) The fees set forth below with respect to the Placement: (A) 1. A cash fee payable immediately upon the closing of the Placement and equal to 75.5% of the aggregate gross proceeds raised through investors introduced by the Placement Agent and 2% of the aggregate gross proceeds raised through investors introduced by the Company to the Placement Agent in the Placement; and. (B) 2. Such number of warrants (the “Xxxxxx Warrants”) issuable to Xxxxxx or its designees at the Closing to purchase shares of Common Stock equal to 53% of the aggregate number of Shares sold in the Placement, plus any Shares underlying any convertible Securities or units sold in the Placement. The Xxxxxx Warrants shall have the same terms as the warrants (if any) issued to the Purchasers in the Placement except that the exercise price shall be 125% of the public offering price per share. The Xxxxxx Warrants shall not have antidilution protections or be transferable for six months from the date of the Offering except as permitted by FINRA Rule 5110, and further, the number of Shares underlying the Xxxxxx Warrants shall be reduced if necessary to comply with Financial Industry Regulatory Authority (“FINRA”) rules or regulations. 0000 Xxxxxx xx xxx Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000  Tel: 000 000 0000 Fax: 000 000 0000 Notwithstanding any provision hereof . (B) The Company also agrees to the contrary, this Agreement shall not entitle the Placement Agent reimburse Xxxxxx’x expenses (with supporting invoices/receipts) up to receive any fees or other compensation except in respect a maximum of 0.8% of the sale by aggregate gross proceeds raised in the Company placement, but in no event more $25,000. Such reimbursement shall be payable immediately upon (but only in the event of) the closing of Securities to one or more Purchasers in the Placement.

Appears in 1 contract

Samples: Placement Agent Agreement (Avi Biopharma Inc)

COMPENSATION AND OTHER FEES. As compensation for the services provided by Xxxxxx xxxxxxxxx hereunder, the Company agrees to pay to Xxxxxx the fees set forth below with respect to the Placement: (A) A cash fee payable immediately upon the closing of the Placement equal to 76% of the aggregate gross proceeds raised in the PlacementPlacement plus a cash fee payable immediately on each exercise of the warrants issued to the Purchasers in the Placement that are solicited by Xxxxxx equal to 6% of the aggregate proceeds received by the Company in connection with such exercise(s); and (B) Such number of warrants (the “Xxxxxx Warrants”) issuable to Xxxxxx or its designees at the Closing to purchase shares of Common Stock equal to 5% of the aggregate number of Shares sold in the Placement, plus any Shares underlying any convertible Securities or units sold in the Placement. The Xxxxxx Warrants shall have the same terms as the warrants (if any) issued to the Purchasers in the Placement except that the exercise price shall be 125% of the public offering price per share. The Xxxxxx Warrants shall not have antidilution protections or be transferable for six months from the date of the Offering except as permitted by FINRA Rule 5110, and further, the number of Shares underlying the Xxxxxx Warrants shall be reduced if necessary to comply with Financial Industry Regulatory Authority (“FINRA”) rules or regulations. 0000 Xxxxxx xx xxx Xxxxxxxx, 00xx Xxxxx, Xxx Xxxx, XX 00000  Tel: 000 000 0000 Fax: 000 000 0000 Notwithstanding any provision hereof to the contrary, this Agreement shall not entitle the Placement Agent to receive any fees or other compensation except in respect of the sale by the Company of Securities to one or more Purchasers in the Placement.

Appears in 1 contract

Samples: Engagement Agreement (Rexahn Pharmaceuticals, Inc.)

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COMPENSATION AND OTHER FEES. As compensation for the services provided by Xxxxxx xxxxxxxxx the Placement Agent hereunder, the Company agrees to pay to Xxxxxx the fees set forth below with respect to the PlacementPlacement Agent: (A) A a cash fee payable immediately upon the closing of the Placement equal to 75% of the aggregate gross proceeds raised in the Placement; and. (B) Such number of warrants (the “Xxxxxx Warrants”) issuable to Xxxxxx or its designees at the Closing to purchase shares of the Company’s common stock (the “Common Stock Stock”) equal to 52% of the aggregate number of Shares sold in the Placementshares of Common Stock, plus any Shares shares of Common Stock underlying any convertible Securities or units units, excluding any warrants to purchase Common Stock, sold in the Placement. The Xxxxxx Warrants shall have the same terms as the warrants (if any) issued to the Purchasers in the Placement except that the exercise price shall be 125% of the public offering price per share. The Xxxxxx Warrants shall not have antidilution protections or be exercisable or transferable for six months from the date of the Offering except such transfers as are permitted by FINRA NASD Rule 51102710, and further, the number of Shares shares underlying the Xxxxxx Warrants shall be reduced if necessary to comply with Financial Industry Regulatory Authority (“FINRA”) rules or regulations. 0000 Xxxxxx xx xxx Xxxxxxxx. (C) The Company also agrees to reimburse the Placement Agent’s reasonable out-of-pocket expenses (with supporting invoices/receipts), 00xx Xxxxx, Xxx Xxxx, XX 00000  Tel: 000 000 0000 Fax: 000 000 0000 Notwithstanding any provision hereof up to the contrary, this Agreement lesser of (i) $25,000 or (ii) 2.6% of aggregate gross proceeds. Such reimbursement shall not entitle be payable immediately upon (but only in the Placement Agent to receive any fees or other compensation except in respect event of) the closing of the sale by the Company of Securities to one or more Purchasers in the Placement.

Appears in 1 contract

Samples: Placement Agent Agreement (Cell Therapeutics Inc)

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