Consideration; Expenses Sample Clauses

Consideration; Expenses. (a) In consideration of the services to be provided for hereunder, the Company shall pay to the Representative on behalf of the Underwriters of the following compensation with respect to the Shares that they are offering: (i) a commission equal to six and half percent (6.5%) of the aggregate gross proceeds received by the Company from the sale of the Shares to investors introduced by the Representative or five and half percent (5.5%) of the aggregate gross proceeds received by the Company from the sale of the Shares to investors introduced solely by the Company; (ii) a non-accountable expense allowance equal to one percent (1%) of the gross proceeds received by the Company from the sale of the ordinary shares; (iii) warrants to purchase a number of the Company’s ordinary shares equal to an aggregated of five percent (5%) of the total number of shares issued in the offering (the “Representative’s Warrants”). The Representative’s Warrants have an exercise price equal to 125% of the offering price of the ordinary shares sold in this offering, are non-callable and non-cancellable, and may be exercised as to all or a lesser number of shares on a cashless basis. The Representative’s Warrants are exercisable commencing upon the closing of this offering and will expire in three (3) years and are transferable to the Representative’s permitted assignee(s). Any and all Representative’s Warrants to be issued to the Representative will be due and payable upon the closing of this offering and shall be issued to the Representative in conjunction with the closing. The Representative’s Warrants provide for immediate demand and unlimited piggy-back registration rights. The first demand registration right and all piggy-back registration rights are exercisable at the Company’s expense. The demand and piggy-back registration rights expire in three years from the closing of this offering. The Representative’s Warrants also have customary anti-dilution provisions for stock dividends, splits, mergers, and any future stock issuance, etc., at a price(s) below said exercise price per share and shall provide for automatic exercise immediately prior to expiration. The Representative (or permitted assignees) may not sell, transfer, assign, pledge or hypothecate the Representative’s Warrants or the securities underlying the Representative’s Warrants, nor will the Representative engage in any hedging, short sale, derivative, put or call transaction that would result in the effective econ...

Consideration; Expenses. (a) In consideration of the services to be provided for hereunder, the Company shall pay to the Representative on behalf of the Underwriters of the following compensation with respect to the Shares: (i) a commission equal to six and half percent (6.5%) of the aggregate gross proceeds received by the Company from the sale of the Shares in the offering; (ii) an accountable expense allowance of up to US$240,000 of which US$80,000 has been advanced to the Representative as cash retainer fee (the “Cash Retainer”). The Company has also paid the Representative US$80,000 upon the first public filing of the Registration Statement, and the remaining US$80,000 shall be paid to the Representative once the Registration Statement is declared effective by the Commission; provided, that the Company shall pay the accountable expense allowance regardless of whether the transactions contemplated by this Agreement are consummated or this Agreement is terminated. Notwithstanding the foregoing, any Cash Retainer or advance received by the Representative will be returned to the Company to the extent not actually incurred in compliance with FINRA Rule 5110(g)(4); and (iii) a non-accountable expense allowance equal to one percent (1%) of the gross proceeds received by the Company from the sale of the Shares in the offering.

Consideration; Expenses. BDSI shall provide the Services to BND in consideration of the future benefits to inure to BDSI's through its ownership of equity interests in BND and its licensing of certain technology rights to BND. In the event that BDSI incurs evaluation, research or development costs on behalf of BND in connection with a potential licensing program with a third-party, BND shall reimburse such costs to BDSI on a case by case basis only if a final license agreement is signed with such third-party. BND shall reimburse BDSI for such costs promptly following the execution of any such license agreement.

Consideration; Expenses. (a) In consideration of the services to be provided for hereunder, the Company shall pay to the Representative, which, with respect to clause (i) is on behalf of the Underwriters) the following compensation with respect to the Shares: (i) a commission equal to six percent (6%) of the aggregate gross proceeds received by the Company from the sale of the Shares in the offering; (ii) a non-accountable expense allowance to be paid to the Representative equal to one percent (1%) of the aggregate gross proceeds received by the Company from the sale of the Shares in the offering; and (iii) an accountable expense allowance of up to US$450,000 of which US$200,000 has been paid and the balance of up to US$250,000 shall be paid to the Representative at the Closing; provided, that the Company shall pay the accountable expense allowance regardless of whether the transactions contemplated by this Agreement are consummated or this Agreement is terminated. Notwithstanding the foregoing, any advance received by the Representative will be returned to the Company to the extent not actually incurred in compliance with FINRA Rule 5110(f)(2)(C).

Consideration; Expenses. (a) In consideration of the services to be provided for hereunder, the Company shall pay to the Representative on behalf of the Underwriters of the following compensation with respect to the Shares that they are offering: (i) a commission equal to six and a half percent (6.5%) of the aggregate gross proceeds received by the Company from the sale of the Shares in this Offering; (ii) an accountable expense allowance of up to US$120,944.87 will be paid to the Representative after the registration statement is declared effective by the Commission; provided, that the Company shall pay the accountable expense allowance regardless of whether the transactions contemplated by this Agreement are consummated or this Agreement is terminated. Notwithstanding the foregoing, any Cash Retainer or advance received by the Representative will be returned to the Company to the extent not actually incurred in compliance with FINRA Rule 5110(g)(4); (iii) a non-accountable expense allowance of one percent (1%) of the aggregate gross proceeds received by the Company from the sale of the Shares in the offering; and

Consideration; Expenses. (a) In consideration of the services to be provided for hereunder, the Company shall pay to the Representative on behalf of the Underwriters of the following compensation with respect to the Shares that they are offering: (i) a cash fee equals seven percent (7%) of the gross proceeds raised in the offering; (ii) a non-accountable expense allowance equal to one percent (1%) of the gross proceeds received by the Company in the offering; (iii) warrants to purchase a number of the Company’s Class A Ordinary Shares equal to an aggregated of five percent (5%) of the total number of shares issued in the offering (the “Representative’s Warrants”). The Representative’s Warrants have an exercise price equal to 120% of the offering price of the Class A Ordinary Shares sold in this offering, are non-callable and non-cancellable, and may be exercised as to all or a lesser number of shares on a cashless basis. The Representative’s Warrants are exercisable commencing upon the closing of this offering and will expire in three (3) years and are transferable to the Representative’s permitted assignee(s). Any and all Representative’s Warrants to be issued to the Representative will be due and payable upon the closing of this offering and shall be issued to the Representative in conjunction with the closing. The Representative’s Warrants provide for immediate demand and/or piggy-back registration rights at the Company’s expense so that they are registered in the Registration Statement. The Representative’s Warrants shall also have customary anti-dilution provisions for stock dividends, splits, mergers, and any future stock issuance, etc., at a price(s) below said exercise price per share and shall provide for automatic exercise immediately prior to expiration. The Representative (or permitted assignees) may not sell, transfer, assign, pledge or hypothecate the Representative’s Warrants or the securities underlying the Representative’s Warrants, nor will the Representative engage in any hedging, short sale, derivative, put or call transaction that would result in the effective economic disposition of the Representative’s Warrants or the underlying securities for a period of 180 days from the effective date of this offering, except that the Representative’s Warrants may be transferred to any FINRA member participating in the offering and their bona fide officers or partners if all securities so transferred remain subject to the lock-up restrictions for the remainder of the time...

Consideration; Expenses. Each Tag-Along Seller participating in a sale pursuant to this Section 1.3(c) shall receive the same per-share consideration after deduction of such Tag-Along Seller’s proportionate share of the related expenses.

Consideration; Expenses. In consideration for the Services to be performed by Consultant pursuant to this Agreement, the Company shall pay the Consultant a consulting fee as follows:

Consideration; Expenses. Except as provided in Section 11.3(d) above and in this Section 11.3(e), each Limited Partner shall receive in any sale of Interests pursuant to this Section 11.3, an amount equal to its pro rata portion of the net proceeds of such sale of Interests (based upon the Interests of the Limited Partners included in the Tag-Along Sale). For the avoidance of doubt, each Limited Partner shall bear its own expenses, including expenses of legal counsel and other advisors engaged by such Limited Partner. Notwithstanding anything to the contrary contained in the foregoing, to the extent that any expenses (including, without limitation, taxes) relate solely to, or were incurred solely for the benefit of, a specific Limited Partner, such expenses shall be deducted from such Limited Partner’s consideration only.

Consideration; Expenses. Company has provided Employee all compensation and benefits that Employee has earned, including any bonus payments; if any wages are owed for Employee’s final pay period or unused accrued vacation (if any), those wages, less applicable deductions and withholding, will be paid on the next pay day or an earlier date as required by applicable law. Provided that Employee signs this Agreement and a second release agreement provided by the Company on the Consulting Termination Date, returns each to Company pursuant to their respective terms, and does not revoke acceptance, and subject to all conditions in the Prior Agreement, Company will provide Employee the following: a) a one-time cash severance payment contemplated by Section 3(a) of the Prior Agreement, which is equivalent to the sum of six months of your base salary, an amount equal to the monthly COBRA premium that you would be required to pay to continue your group health coverage in effect on the Separation Date pursuant to Consolidated Omnibus Budget Reconciliation Act for a period of six months (less applicable withholdings and deductions), and an amount equal to a pro-rata portion of your annual bonus for fiscal year 2025 through December 31, 2024, assuming achievement at target levels, less applicable deductions and withholdings (“Severance Payment”). The Severance Payment will be paid in a cash lump sum payment no later than the first regular payroll date occurring after the 60th day following December 31, 2024, which is the consulting termination date). b) as approved by the Company’s Compensation Committee, twelve (12) months of accelerated vesting of each of Employee’s outstanding time-based stock options or restricted stock units (“RSUs”) granted under the applicable Plan(s), to be effective as-of the first regular payroll date occurring after the 60th day following the Consulting Termination Date (“Vesting Acceleration”). All outstanding unvested stock options and RSUs will be canceled as of the Separation Date and Employee will have three months following the Separation Date to exercise any then-vested stock options. In addition, if the Company terminates the Employee’s service without Cause (as defined in the Prior Agreement) prior to the anticipated Consulting Termination Date, then the Employee shall remain eligible to receive the Vesting Acceleration described in this Section 1(b). c) Company will enter into the Consulting Agreement with Employee attached as Exhibit C (“Consulting Agreeme...