Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) Trading Days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants and Company Counsel. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees in each such due diligence update session, up to a maximum of $5,000 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 3 contracts
Samples: At the Market Offering Agreement (Genius Group LTD), At the Market Offering Agreement (Genius Group LTD), At the Market Offering Agreement (Genius Group LTD)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) Trading Days30 trading days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, substance reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from from, or review conducted by by, the Manager or its agents agents, from time to time time, in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, agents as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 7,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 3 contracts
Samples: Sales Agreement (NewAge, Inc.), At the Market Offering Agreement (New Age Beverages Corp), At the Market Offering Agreement (New Age Beverages Corp)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation DateDate for which no waiver is applicable pursuant to Section 4(k), the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees in each such due diligence update session, up to a maximum of $5,000 2,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 2 contracts
Samples: At the Market Offering Agreement (Inuvo, Inc.), At the Market Offering Agreement (MAIA Biotechnology, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the ManagerManagers, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager Managers, or its agents their respective agents, from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager Managers may reasonably request. The Company shall reimburse the Manager Managers for Manager’s its counsel’s fees in each such due diligence update session, up to a maximum of $5,000 2,500 per update, plus any incidental expense incurred by the Manager Managers in connection therewith.
Appears in 2 contracts
Samples: At the Market Offering Agreement (Zedge, Inc.), At the Market Offering Agreement (Zedge, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) Trading Days30 trading days), on the Comfort Letter Delivery Date and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for the reasonable fees and expenses of Manager’s counsel’s fees counsel in each such due diligence update session, up to a maximum of $5,000 per updateincluding, without limitation, the reasonable fees and expenses in connection with each negative assurance delivered by Manager’s counsel, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 2 contracts
Samples: At the Market Offering Agreement, At the Market Offering Agreement (NovaBay Pharmaceuticals, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Lead Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Lead Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Lead Manager may reasonably request. The Company shall reimburse the Lead Manager for Lead Manager’s counsel’s fees in each such due diligence update session, up to a maximum of $5,000 per update, plus any incidental expense incurred by the Lead Manager in connection therewith.
Appears in 2 contracts
Samples: At the Market Offering Agreement (Uranium Energy Corp), At the Market Offering Agreement (Uranium Energy Corp)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) Trading Days30 trading days), and at each Representation Date, unless waived by the Manager, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 2 contracts
Samples: At the Market Offering Agreement (Trinity Place Holdings Inc.), At the Market Offering Agreement (Mad Catz Interactive Inc)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company Counselthe Accountants. The Company shall reasonably cooperate in a timely manner with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees in each such due diligence update session, up to a maximum of $5,000 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 2 contracts
Samples: At the Market Offering Agreement (Cleanspark, Inc.), At the Market Offering Agreement (Cleanspark, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) Trading Days30 trading days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, substance reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from from, or review conducted by by, the Manager or its agents agents, from time to time time, in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, agents as the Manager may reasonably request. The Company shall promptly reimburse the Manager for Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 7,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 2 contracts
Samples: At the Market Offering Agreement (Bridgeline Digital, Inc.), At the Market Offering Agreement (Air Industries Group)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will will, upon the Manager’s reasonable request, conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 3,000 per update, with such reimbursement commencing with the update in the third quarter of 2020, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Samples: At the Market Offering Agreement (Jaguar Health, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will conduct a due diligence sessionsession (each, a “Due Diligence Session”), in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountant. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for the reasonable fees and expenses of Manager’s counsel’s fees in each such due diligence update session, up to a maximum of $5,000 per update, plus any incidental expense counsel incurred by the Manager in connection therewithwith each Due Diligence Session, in an amount not to exceed $2,500 per fiscal quarter.
Appears in 1 contract
Samples: At the Market Offering Agreement (Helius Medical Technologies, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) Trading Days30 trading days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 per updatequarter, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at within five (5) Business Days of each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for all of Manager’s counsel’s fees counsels’ time in each such due diligence update session, up to a an aggregate maximum of $5,000 2,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Samples: At the Market Offering Agreement (Achieve Life Sciences, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 2,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company Counselthe Accountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 2,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Samples: At the Market Offering Agreement (CAPSTONE TURBINE Corp)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) Trading Days30 trading days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 7,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Samples: At the Market Offering Agreement (New Age Beverages Corp)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at within five (5) Business Days of each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for all of Manager’s counsel’s fees time in each such due diligence update session, up to a maximum an aggregate of $5,000 2,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Lead Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Lead Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Lead Manager may reasonably request. The Company shall reimburse the Lead Manager for Lead Manager’s counsel’s fees time in each such due diligence update session, up to a maximum of $5,000 per update, plus any incidental expense incurred by the Lead Manager in connection therewith.
Appears in 1 contract
Samples: At the Market Offering Agreement (Uranium Energy Corp)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) Trading Days30 trading days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hourshours and at the Company’s principal offices, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for the reasonable fees and expenses of Manager’s counsel’s fees counsel in each such due diligence update session, up to a maximum of $5,000 per updateincluding, without limitation, the reasonable fees and expenses in connection with each negative assurance delivered by Manager’s counsel, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Samples: At the Market Offering Agreement (NovaBay Pharmaceuticals, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants and Company Counsel. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees in each such due diligence update session, up to a maximum of $5,000 1,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Samples: At the Market Offering Agreement (Westwater Resources, Inc.)
Due Diligence Session. Upon commencement of the offering of the Shares under this Agreement (and upon the recommencement of the offering of the Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than thirty (30) 30 Trading Days), and at each Representation Date, upon request of the Manager, the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Manager, which shall include representatives of management, Accountants management and Company CounselAccountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Manager or its agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Manager may reasonably request. The Company shall reimburse the Manager for Manager’s counsel’s fees in each such due diligence update session, up to a maximum of $5,000 2,500 per update, plus any incidental expense incurred by the Manager in connection therewith.
Appears in 1 contract
Samples: At the Market Offering Agreement (Aptorum Group LTD)