COMPENSATION OF THE AGENTS Sample Clauses

COMPENSATION OF THE AGENTS. The Company agrees to pay the compensation of each Agent at such rates as shall be agreed upon from time to time and to reimburse each Agent for out-of-pocket expenses (including costs of preparation of the Notes and legal fees and expenses), disbursements and advances incurred or made in accordance with any provisions of this Agreement. The obligations of the Company to each Agent pursuant to this Clause 16 shall survive the resignation or removal of any Agent and the expiry or termination of this Agreement.

COMPENSATION OF THE AGENTS. The Company agrees to pay the compensation of each Agent at such rates as shall be agreed upon from time to time and to reimburse each Agent for properly incurred and documented out-of-pocket expenses (including costs of preparation of the Notes and properly incurred legal fees and expenses), disbursements and advances incurred or made in accordance with any provisions of this Agreement. The obligations of the Company to each Agent pursuant to this Clause 16 shall survive the resignation or removal of any Agent and the expiry or termination of this Agreement. These expenses shall include any costs or charges incurred by the Fiscal Agent in carrying out instructions to clear and/or settle transfers of securities under this Agreement (including cash penalty charges that may be incurred under Article 7 of the Central Securities Depositaries Regulation (EU) No 909/2014 if a settlement fail occurs due to the Company's failure to deliver any required securities or cash or other action or omission).

COMPENSATION OF THE AGENTS. In consideration of the services rendered by the Agents in connection with the Offering, at the Closing Time, the Corporation shall:

COMPENSATION OF THE AGENTS. In consideration of the services to be rendered by the Agents in connection with the Offering, the Corporation shall pay to the Lead Agent, on behalf of the Agents, at the Closing Time, a cash fee (the “Commission”) equal to 7.0% of the aggregate gross proceeds of the Offering (including for certainty on any exercise of the Over- Allotment Option). The Corporation shall also issue to the Agents that number of transferable compensation options (the “Compensation Options”) equal to 7.0% of the aggregate number of Offered Units sold pursuant to the Offering (including for certainty on any exercise of the Over-Allotment Option). Each Compensation Option will entitle the holder thereof to acquire one Subordinated Voting Share (a “Compensation Share”) at the Issue Price for a period of 36 months following the Closing Date. The obligation of the Corporation to pay the Commission and to execute and deliver the Compensation Option Certificates shall arise at the Closing Time. The Agents acknowledge that none of the Compensation Securities have been registered under the U.S. Securities Act or the securities laws of any state of the United States. In connection with the issuance of the Compensation Securities, each of the Agents represents, warrants and covenants that (i) it is acquiring the Compensation Securities as principal for its own account and not for the benefit of any other person; (ii) it is not a U.S. Person and is not acquiring the Compensation Securities in the United States, or on behalf of a U.S. Person or a person located in the United States; and (iii) this Agreement was executed and delivered outside the United States. The Agents acknowledge and agree that the Compensation Options may not be exercised in the United States or by or on behalf or for the benefit of a U.S. Person or a person in the United States, unless such exercise is not subject to registration under the U.S. Securities Act or the securities laws of any state of the United States. The Agents agree that they will not engage in any Directed Selling Efforts with respect to any Compensation Securities and will not offer or sell any Compensation Securities in the United States unless in compliance with an exemption or an exclusion from the registration requirements of the U.S. Securities Act and any applicable state securities laws.

COMPENSATION OF THE AGENTS. 7.1 In consideration for the Agents’ services, including acting as the Corporation’s agents in arranging for the sale of the Offered Units and performing administrative work in connection with the sales of the Offered Units, the Corporation will pay to the Agents at the Time of Closing, a cash commission (the “Agency Fee”) equal to the sum of (i) 8.0% of the aggregate gross proceeds of the Offering. 7.2 As additional compensation for the services described in Section 7.1, the Corporation will grant to the Agents such number of options (the “Compensation Options”) as is equal to 8.0% of the aggregate number of Offered Units sold. Each Compensation Option will entitle the holder to purchase one Common Share at an exercise price of $0.16 per share at any time until 5:00 pm (Eastern Standard Time) on the second anniversary of the Closing Date.

COMPENSATION OF THE AGENTS. In consideration for arranging the distribution of the Offered Units, and other ancillary services related thereto, the Corporation shall: (a) pay to the Lead Agent, on behalf of the Agents, at the Closing Time, a cash fee (the “Agency Fee”), to be satisfied by set-off against a portion of the Offering Price in accordance with Section 11 equal to 6.0% of the aggregate gross proceeds of the Offering; and (b) issue to the Agents that number of Broker Warrants (the “Broker Warrants”) equal to 6.0% of the aggregate number of Offered Units sold pursuant to the Offering, with each Broker Warrant entitling the holder thereof to acquire one Common Share (a “Broker Warrant Share”) at the Offering Price for a period of 18 months following the Closing Date, other than with respect to gross proceeds and sales of Offered Units made to any certain directors, officers or advisors of the Corporation and/or existing shareholders of the Corporation (collectively “President’s List Sales”), as agreed to between the Lead Agent and Corporation, where: (a) if such gross proceeds raised under the Offering from sales of Offered Units other than from President’s List Sales (“Public Sales”) is less than the Canadian dollar equivalent of US$5.0 million, such Agency Fee and Broker Warrant percentages will be set at 2.0% on President’s List Sales; (b) if such gross proceeds raised under the Offering from Public Sales is greater than the Canadian dollar equivalent of US$5.0 million and less than the Canadian dollar equivalent of US$10.0 million, such Agency Fee and Broker Warrant percentages will be 3.0% on President’s List Sales; and (c) if such gross proceeds raised under the Offering from Public Sales is greater than the Canadian dollar equivalent of US$10.0 million, such Agency Fee and Broker Warrant percentages will be 4.0% on President’s List Sales, and all exchange rate calculations shall be made using the Bank of Canada exchange rate on the Closing Date. If the Corporation agrees to pay a fee to any other person other than the Agents in connection with the Offering (including any other financial adviser to the Corporation), such fee shall be for the Corporation’s own account and shall not reduce the amount payable to the Agents. The obligation of the Corporation to pay the Agency Fee and to execute and deliver the Broker Warrant Certificates shall arise at the Closing Time. The Agents acknowledge that none of the Broker Securities have been registered under the U.S. Securities A...

COMPENSATION OF THE AGENTS. In consideration of the services rendered by the Agents in connection with the Offering, at the Closing Time, the Corporation shall: (a) Agents’ Commission: Pay to Canaccord, for and on behalf of the Agents, the Agents’ Commission in an amount equal to: (i) 5.0% of the aggregate gross proceeds raised from the sale of Offered Shares other than in respect of gross proceeds from the sale of Offered Shares to President’s List Subscribers; plus (ii) 2.5% of the aggregate gross proceeds raised from the sale of Offered Shares to President’s List Subscribers, in each case payable by the Corporation in cash or Class A Shares, or any combination of cash and Class A Shares at the option of the Agents, provided that Canaccord, for and on behalf of the Agents, shall notify the Corporation of its election as to the split between cash and Class A Shares at least two Business Days prior to the Closing Date.

COMPENSATION OF THE AGENTS. (1) If the Qualification Date occurs on or before the Qualification Deadline, the Special Warrant Agent, on behalf of the Pacific Road Entities, shall pay to M Partners, on behalf of the Agents, an amount equal 4% of the Escrowed Proceeds at the same time as the distribution of the Escrowed Proceeds to the Pacific Road Entities. The Special Warrant Agent shall deliver such funds forthwith upon the release of the Underlying Securities from the Common Share Escrow following the Qualification Deadline. (2) If the Qualification Date has not occurred on or before the Qualification Deadline and Purchasers make an election to complete the purchase of the Common Shares from the Pacific Road Entities, as contemplated by Section 2(3) of this Agreement, the Special Warrant Agent, on behalf of the Pacific Road Entities, shall pay to M Partners, on behalf of the Agents, an amount equal to 4% of the Escrowed Proceeds which are payable to the Pacific Road Entities in such circumstances (being an amount equal to the number of Special Warrants exchanged by electing Purchasers multiplied by $2.51) (the fees payable either under this Section 10(2) or Section 10(1) are collectively referred to as the “Agents’ Commission”). The Special Warrant Agent shall deliver such funds forthwith upon the release of the Common Shares to the Private Placement Purchasers from the Common Share Escrow.

COMPENSATION OF THE AGENTS. The Issuer agrees to pay the compensation of each Agent at such rates as shall be agreed upon from time to time and to reimburse each Agent for out-of-pocket expenses (including costs of preparation of the Notes and legal fees and expenses), disbursements and advances incurred or made in accordance with any provisions of this Agreement. The obligations of the Issuer to each Agent pursuant to this Section shall survive the resignation or removal of any Agent and the satisfaction or termination of this Agreement.

COMPENSATION OF THE AGENTS. In return for their services in respect of the Distribution, including (i) acting as financial advisors to the Corporation, (ii) assisting in the preparation of the Offering Documents (and any Supplementary Material), (iii) advising on the final terms and conditions of the Distribution, (iv) forming and managing a selling group for the sale of the Units, and (v) performing administrative work in connection with the Distribution, the Corporation agrees to pay to the Agents at the Closing Time the Agents' Fee. At the sole option of the Agents, the Agents' Fee may be paid by the Corporation in cash, by the issuance of Agents’ Units or a combination of cash and Agents’ Units as determined by the Agents. The Agents' Units issued as part of the Agents' Fee shall be deemed to be issued at the price of $0.50 per Unit. A corporate finance fee of $100,000 will be payable to Xxxxxxx on the Closing Date and will be credited against the portion of the Agents’ Fee payable to Xxxxxxx hereunder. As additional compensation for the services to be rendered by the Agents in connection with the Offering, the Corporation shall grant to the Agents Compensation Options to purchase in the aggregate up to such number of Compensation Units as is equal to 6% of the aggregate number of Units sold in the Offering. The Compensation Options may be exercised, in whole or in part, during the term thereof, at an exercise price per Compensation Unit equal to $0.60, at any time during the period commencing on the Closing Date and ending on the date that is 48 months following the Closing Date. The Corporation shall execute and deliver to the Agents at each Closing Time Compensation Option Certificates to which the Agents are entitled in a form to be agreed upon by the Agents and the Corporation, acting reasonably. If the Compensation Options are unavailable for any reason, the Corporation agrees to pay the Agents other compensation of comparable value to the Compensation Options. Such other compensation shall be agreed to between the Corporation and the Agents, acting reasonably.