Compensation of the Underwriters Sample Clauses

Compensation of the Underwriters. At the Time of Closing, the Corporation shall pay to or as directed by the Co-Lead Underwriters on behalf of the Underwriters, a cash fee (the “Commission”) equal to 5.0% of the aggregate gross proceeds received from the sale of the Offered Shares (including for certainty on any exercise of the Over-Allotment Option) in consideration of the services to be rendered by the Underwriters in connection with the Offering. The Commission will be netted out of the gross proceeds of the Offering.
Compensation of the UnderwritersIn consideration of the services to be rendered by the Underwriters in connection with the Offering, the Corporation shall pay to the Lead Underwriter, on behalf of the Underwriters, 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), subject to a reduced fee of 3.5% for up to $2,000,000 of the Units sold by the Underwriters to certain purchasers designated by the Corporation on the President’s list (the “President’s List”). The Corporation shall also issue to the Underwriters that number of compensation options (the “Compensation Options”) equal to 7.0% of the aggregate number of Units sold pursuant to the Offering (including for certainty on any exercise of the Over-Allotment Option), subject to a reduced number of Compensation Options equal to 3.5% for up to $2,000,000 of the Units sold by the Underwriters to President’s List purchasers. Each Compensation Option shall entitle the holder thereof to acquire one Subordinated Voting Share (a “Compensation Share”) at the Offering Price for a period of 36 months following the Closing Date. As additional consideration for the services to be rendered by the Underwriters in connection with the Offering, the Corporation agrees to pay to the Underwriters a work fee (the “Work Fee”) equal to $100,000 and to issue to the Underwriters 90,000 work fee options (the “Work Fee Options”). Each Work Fee Option shall entitle the holder thereof to acquire one Subordinated Voting Share (a “Work Fee Share”) at the Offering Price for a period of 36 months following the Closing Date. The obligation of the Corporation to pay the Commission and the Work Fee and to execute and deliver the Compensation Option Certificates and the Work Fee Certificates shall arise at the Closing Time and the Commission and the Work Fee will be netted out of the gross proceeds of the Offering. In connection with the issuance of the Compensation Options, each Underwriter represents and warrants that it is outside the United States and not a U.S. Person or acting for the account or benefit of a U.S. Person; it did not receive an offer to acquire the Compensation Options from within the United States; it did not execute this Agreement or otherwise place its order to acquire the Compensation Options from within the United States; and it understands that the Compensation Options may be exercised only in transactions exempt fr...
Compensation of the Underwriters. (1) In consideration of the Underwriters services to be rendered in connection with the Offering, the Company shall, at the Closing Time or applicable Over-Allotment Closing Time, as the case may be: (i) pay to the Underwriters a cash fee (the "Underwriting Fee") equal to 6.0% of the aggregate gross cash proceeds received from the sale of the Offered Securities; and (ii) issue to the Underwriters that number of compensation warrants (the "Compensation Warrants") as is equal to 6.0% of the number of Offered Securities sold pursuant to the Offering. Each Compensation Warrant shall entitle the Underwriters to purchase one Common Shares (each a "Compensation Warrant Share", together with the Compensation Warrants, the "Compensation Securities") at the Offering Price at any time on or before the date which is 24 months after the Closing Date or applicable Over-Allotment Closing Date. For avoidance of doubt, the Underwriting Fee with respect to the Over-Allotment Option is only payable on aggregate gross cash proceeds received from the sale of additional whole Units, and not the individual components thereof that do not comprise additional whole Units under the Over-Allotment Option. (2) The Underwriters acknowledge and agree that the Compensation Securities have not been and will not be 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 Underwriter represents, warrants, and covenants that it is acquiring the Compensation Securities as principal for its own account and not for the benefit of any other person. Each Underwriter represents, warrants, and covenants that (i) 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 (ii) this Agreement was executed and delivered outside the United States. Each Underwriter acknowledges and agrees that the Compensation Warrants may not be exercised for the account or 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 and the applicable securities laws of any state of the United States (and provided that the Underwriter has a delivered an opinion to the Company in form satisfactory to the Company confirming same). Each Underwriter agrees that it will not offer or sell any Compensation Securities in the Unit...
Compensation of the UnderwritersIn return for their underwriting services in respect of the Distribution of the Offered Shares, as set out in Section 2(d), the Corporation agrees to pay to the Underwriters, at the Closing Time, an underwriting commission equal to 5% of the aggregate gross proceeds realized from the sale of the Initial Shares and any Over-Allotment Shares.
Compensation of the Underwriters. In consideration of the Underwriters services to be rendered in connection with the Offering, the Company shall, at the Closing Time or applicable Over-Allotment Closing Time, as the case may be, pay to the Underwriters a cash fee (the “Underwriting Fee”) equal to 6.0% of the aggregate gross cash proceeds received from the sale of the Offered Securities, except in respect of any Offered Securities purchased by persons on the president’s list (the “President’s List”), in which case such Underwriting Fee shall be equal to 3.0% of the gross proceeds received from such sale of any Offered Securities to persons on the President’s List.
Compensation of the UnderwritersAt the Closing Time or any Option Closing Time, the Corporation shall: (a) Pay to the Lead Underwriter, on behalf of the Underwriters, the Underwriting Fee. The Underwriting Fee will be netted out of the gross proceeds of the Offering. (b) Create and issue to the Underwriters, or as directed by the Underwriters, in the aggregate, a number of Broker Warrants equal to: (i) 6% of the aggregate number of Units sold under the Offering other than to President's List Subscribers; plus (ii) 3% of the aggregate number of Units sold to President's List Subscribers.
Compensation of the UnderwritersAt the Closing Time, the Corporation shall pay to AltaCorp, on behalf of the Underwriters, a cash fee (the “Commission”) equal to 6.0% of the aggregate gross proceeds received from the sale of the Offered Units (including for certainty on any exercise of the Over-Allotment Option) in consideration of the services to be rendered by the Underwriters in connection with the Offering. The Commission will be netted out of the gross proceeds of the Offering. As additional compensation for the services provided by the Underwriters, the Corporation shall grant to the Underwriters broker warrants (the “Broker Warrants”) equal to the sum of 6.0% of the aggregate number of Offered Units sold under the Offering. Each Broker Warrant entitles the holder of the Broker Warrant to acquire one unit (each, a “Broker Unit”) comprised of one Common Share (a “Broker Unit Share”) and one half common share purchase warrant (each whole warrant, a “Broker Unit Warrant”) at an exercise price equal to the Offering Price for a period of 24 months from the Closing Date, pursuant to the terms of the broker warrant certificates (the “Broker Warrant Certificates”). Each Broker Unit Warrant will entitle the holder to purchase one Common Share (a “Broker Share”) at an exercise price of $2.54. The Broker Warrants shall have a term of 24 months from the Closing Date.
Compensation of the UnderwritersIn consideration for its services hereunder, the Company agrees to pay to the Underwriters at the Closing Date a fee equal to the amount of US$0.0768 (6%) per Unit sold in the Offering (including for certainty, on any proceeds received in respect of the exercise of the Over-Allotment Option), other than in respect of any sales of Units to certain purchasers introduced to the Underwriters by the Company on which only a fee equal to the amount of US$0.0384 (3%) per Unit shall be paid.
Compensation of the UnderwritersThe Company shall pay to the Underwriters a cash commission equal to the sum of: (a) 1.0% of the gross proceeds from sales of Offered Shares by the Underwriters to Trinity Capital Advisors, Pxxxxx Xxxxxxxx, Exxx Xxxxxx, and any entities affiliated with or controlled by any of the foregoing; (b) no cash commission or other fee in respect of the gross proceeds from sales of Offered Shares by the Underwriters to any of the directors or senior officers of the Company, and any entities affiliated with or controlled by any of the foregoing; and (c) 5.0% of the gross proceeds from all other sales of Offered Shares (including for certainty, on any exercise of the Option) (collectively, the “Underwriting Fee”). The Underwriting Fee shall be paid to the Underwriters on the Closing Date and any Option Closing Date, as applicable, in consideration of the services to be rendered by the Underwriters in connection with the Offering.