Common use of ENGAGEMENT TERM Clause in Contracts

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent was prepared to proceed with the Placement, and, in either case, if within three (3) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Color Star Technology Co., Ltd.

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ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent was prepared to proceed with the Placement, and, in either case, if within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Placement Agency Agreement (AppTech Payments Corp.)

ENGAGEMENT TERM. The Placement AgentXxxxx’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date Closing Date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date”). The After an initial period lasting until October 31, 2023, the Agreement may be terminated at any time by either party upon 10 days thirty (30) days’ written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either The Agreement may not be earlier terminated other than for Cause (i) the occurrence defined hereinafter). If there is a Closing of the closing Placement, or if the Termination Date occurs prior to Closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder other than for any reason even though the Placement Agent was prepared to proceed with the PlacementCause), and, in either case, then if within three six (36) months following the closing or any such terminationtime, the Company completes any financing of equity, equity-linked linked, convertible or debt or other capital raising activity of the Company (other than the exercise by with, or receives any person or entity of any optionsproceeds from, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted or introduced by the Placement Agent to the Company Xxxxx during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Maxim upon the closing of such financing or receipt of such proceeds the compensation set forth in Section 3 herein to 1 herein. “Cause,” for the extent purpose of the this Agreement, shall mean, as determined by a court of competent jurisdiction, Xxxxx’s gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth negligence, willful misconduct, or a material breach of this Agreement, after being notified in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly writing of such possible paymentconduct, and not curing such alleged conduct within ten (10) business days of notification of such alleged wrongful conduct. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution contribution, future rights and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occursAgreement. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them Maxim by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Agreement (Yield10 Bioscience, Inc.)

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier later of (i) the final closing date of the Placement and Placement, (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence June 30, 2021 (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” introduced by the Placement Agent Lead Manager to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.. Members FINRA & SIPC 000 Xxxxxxxxx Xxxxxx * Xxx Xxxx, XX 00000 * (000) 000-0000 * (000) 000-0000 * fax (000) 000-0000 * xxx.xxxxxxxx.xxx Sino-Global Shipping America, Ltd.February 5, 2021Page 6

Appears in 1 contract

Samples: Sino-Global Shipping America, Ltd.

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier later of (i) the final closing date of the Placement and Placement, (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence August 31, 2021 (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” introduced by the Placement Agent Lead Manager to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Confidential (Urban Tea, Inc.)

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date of the Placement and Placement, (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence November 31, 2020 (such date, the “Termination Date”). The Agreement may be terminated at any time In the event the Company has not had its Registration Statement approved by either party upon 10 days written notice to the other party. Following either Commission (ias referenced herein) the occurrence as of the closing Termination Date, the Termination Date shall be extended automatically for an additional 45-day period upon the approval of the Placement or (ii) in the event that Registration Statement. If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Lead Manager during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Mxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Recon Technology, LTD

ENGAGEMENT TERM. The Placement AgentMxxxx’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date Closing Date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date”). The After an initial period lasting until October 31, 2023, the Agreement may be terminated at any time by either party upon 10 days thirty (30) days’ written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either The Agreement may not be earlier terminated other than for Cause (i) the occurrence defined hereinafter). If there is a Closing of the closing Placement, or if the Termination Date occurs prior to Closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder other than for any reason even though the Placement Agent was prepared to proceed with the PlacementCause), and, in either case, then if within three six (36) months following the closing or any such terminationtime, the Company completes any financing of equity, equity-linked linked, convertible or debt or other capital raising activity of the Company (other than the exercise by with, or receives any person or entity of any optionsproceeds from, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted or introduced by the Placement Agent to the Company Mxxxx during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Maxim upon the closing of such financing or receipt of such proceeds the compensation set forth in Section 3 herein to 1 herein. “Cause,” for the extent purpose of the this Agreement, shall mean, as determined by a court of competent jurisdiction, Mxxxx’s gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth negligence, willful misconduct, or a material breach of this Agreement, after being notified in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly writing of such possible paymentconduct, and not curing such alleged conduct within ten (10) business days of notification of such alleged wrongful conduct. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution contribution, future rights and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occursAgreement. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent Mxxxx agrees not to use any confidential information concerning the Company provided to them Maxim by the Company for any purposes other than those contemplated under this Agreement.. Members FINRA & SIPC 300 Xxxx Xxxxxx, 00xx Xxxxx * Xxx Xxxx, XX 00000 * (000) 000-0000 * (000) 000-0000 * fax (000) 000-0000 * wxx.xxxxxxxx.xxx Yield10 Bioscience, Inc. August [ ], 2023 Page 3

Appears in 1 contract

Samples: Agreement (Yield10 Bioscience, Inc.)

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Bit Brother LTD

ENGAGEMENT TERM. The Placement Agent’s Agents’ engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date” and the period of time during which this Agreement remains in effect is referred to herein as the “Term”). The Agreement After an initial period of ten (10) days from the date hereof, the engagement may be terminated at any time by either party upon 10 days written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder this Agreement for any reason even though the Placement Agent was Agents were prepared to proceed with the PlacementPlacement reasonably within the intent of this Agreement, and, in either case, and if within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Agents during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Agents upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible paymentherein. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations obligation to pay any fees actually earned pursuant to Section 3 hereof and reimburse expenses the provisions concerning confidentiality, indemnification and contribution contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. If this Agreement for twelve (12) monthsis terminated prior to the completion of the Placement, irrespective of whether a closing occurs. All such all fees and reimbursements due to the Placement Agents shall be paid by the Company to the Placement Agent Agents on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees Agents each agree, severally and not jointly, not to use any confidential information concerning the Company provided to them the Placement Agents by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Zarrabian (DelMar Pharmaceuticals, Inc.)

ENGAGEMENT TERM. The Placement Agent’s engagement for public offering hereunder shall be exclusive until the earlier of (i) the final closing date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date” and the period of time during which this Agreement remains in effect is referred to herein as the “Term”). The Agreement After an initial period of six (6) month(s) from the date hereof, the engagement may be terminated at any time by either party upon 10 days written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder this Agreement for any reason even though the Placement Agent was were prepared to proceed with the PlacementPlacement reasonably within the intent of this Agreement, and, in either case, and if within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible paymentherein. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations obligation to pay any fees actually earned pursuant to Section 3 hereof and reimburse expenses the provisions concerning confidentiality, indemnification and contribution contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. If this Agreement for twelve (12) monthsis terminated prior to the completion of the Placement, irrespective of whether a closing occurs. All such all fees and reimbursements due to the Placement Agent shall be paid by the Company to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees agree, not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: AnPac Bio-Medical Science Co., Ltd.

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier later of (i) the final closing date of the Placement and Placement, (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence March 31, 2021 (such date, the “Termination Date”). The Agreement may be terminated at any time In the event the Company has not had its Registration Statement approved by either party upon 10 days written notice to the other party. Following either Commission (ias referenced herein) the occurrence as of the closing Termination Date, the Termination Date shall be extended automatically for an additional 45-day period upon the approval of the Placement or (ii) in the event that Registration Statement. If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Lead Manager during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: SOS LTD

ENGAGEMENT TERM. The Placement Agent’s Agent engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date” and the period of time during which this Agreement remains in effect is referred to herein as the “Term”). The Agreement After an initial period of one (1) month from the date hereof, the engagement may be terminated at any time by either party upon 10 days written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder this Agreement for any reason even though the Placement Agent was prepared to proceed with the PlacementPlacement reasonably within the intent of this Agreement, and, in either case, and if within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company during the term of this Agreement as evidenced by and set forth on a list of such investors provided to the Company upon as of the termination date of this Agreement,, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible paymentherein. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations obligation to pay any fees actually earned pursuant to Section 3 hereof and reimburse expenses the provisions concerning confidentiality, indemnification and contribution contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. If this Agreement for twelve (12) monthsis terminated prior to the completion of the Placement, irrespective of whether a closing occurs. All such all fees and reimbursements due to the Placement Agent shall be paid by the Company to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Placement Agency Agreement (Biolase, Inc)

ENGAGEMENT TERM. The Placement AgentXxxxx’s engagement hereunder shall may be until terminated by written notice upon the earlier of (i) fifteen (15) business days following the final closing date of the Placement hereof and (ii) the date when either completion of the Placement. Termination shall be deemed effective two (2) days after written notice has been received by the party terminating this Agreement. Notwithstanding anything to the contrary contained herein, the provisions concerning the Company’s obligation to pay any fees actually earned and to reimburse expenses actually incurred and reimbursable pursuant to Section 1 hereof and which are permitted to be reimbursed under FINRA Rule 5110(f)(2)(D), and the confidentiality, indemnification, contribution provisions contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement terminates Agreement. Xxxxx agrees not to disclose or use any confidential information concerning the engagement according Company provided to it by the terms as set forth in the next sentence (such date, the “Termination Date”)Company for any purposes other than those contemplated under this Agreement. The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Xxxxx was prepared to proceed with the Placement, Placement reasonably within the intent of this engagement letter and, in either case, if within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securitiessecurities or issuances by the Company in connection with the restricting of existing debt) on a Form F-3 with any of the investors “wall-crossed” by whereby Maxim introduced to the Placement Agent to Company or with whom Xxxxx conducted discussions on behalf of the Company during the term of this Agreement as evidenced by a list of such investors provided to agreement (collectively, the Company upon termination of this Agreement“Tail Investors”), then the Company will pay to the Placement Agent Maxim upon the closing of such financing the compensation set forth in Section 3 herein a finder’s fee equal to the extent 7% of the gross proceeds received. If raised by the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, from such financing. Xxxxx shall provide the Company shall use its best efforts to notify the Placement Agent promptly with a list of such possible paymentTail Investors as described in this section within five (5) business days of termination of this Agreement. Notwithstanding anything herein to the contrary contained hereincontrary, it is hereby acknowledged and agreed that if the provisions concerning confidentialityCompany secures financing from any strategic investor, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve existing shareholder (12) months, irrespective of whether i.e. a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed shareholder as of the Termination Datedate of this Agreement) or upon any other investor that is not a Tail Investor, Maxim shall not be entitled to the closing of the Placement or any applicable portion thereof (fee referred to in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this AgreementSection 6.

Appears in 1 contract

Samples: Commitments Committee Approval (Stellar Biotechnologies, Inc.)

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until will expire on the earlier of (i) the final closing date Closing Date of the Placement and or (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence January 18, 2019 (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to In the other party. Following either (i) the occurrence of the closing of the Placement or (ii) event, however, in the event that the Company elects to terminate course of the Placement Agent’s engagement hereunder for any reason even though performance of due diligence they deem it necessary to terminate the engagement, the Placement Agent was prepared may do so prior to proceed with the PlacementTermination Date and upon immediate written notice. If, andwithin six months after December 31, in either case, if within three (3) months following the closing or any such termination2018, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securitiessecurities in effect prior to the date of this Agreement) on a Form F-3 with any of the investors “wall-crossed” purchasers who were first introduced to the Company in connection with the Placement by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this AgreementAgent, then the Company will pay to the Placement Agent upon the closing or receipt of gross proceeds from such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible payment1 herein. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s representations and warranties and obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent from gross proceeds received by the Company from the Placement either (a) on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or (b) upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Placement Agency Agreement (Magnegas Applied Technology Solutions, Inc.)

ENGAGEMENT TERM. The Placement AgentMaxim’s engagement hereunder shall be until will expire on the earlier of (i) the final closing date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date”). The Agreement After an initial period of three (3) months from the date hereof, the engagement may be terminated at any time by either party upon 10 30 days written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though other than for cause, which means the Maxim’s failure to provide the Placement Agent was prepared to proceed with the Placementservices as contemplated by this Agreement (“Cause”), and, in either case, if and within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than (i) the exercise by any person or entity of any options, warrants or other convertible securitiessecurities and excluding (ii) on sales to employees under any compensation or stock option plan approved by shareholders of the Company, (iii) shares issued in payment of the consideration for an acquisition or as part of a Form F-3 joint venture and (iv) conventional banking arrangements and commercial debt financing and (v) investors identified and introduced by the Company (subject to the $2,000,000 maximum previously referenced herein) with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Maxim during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Maxim upon the closing of such financing the compensation set forth in Section 3 1 herein to (the extent “Termination Fee”). For the avoidance of the gross proceeds received. If doubt, no Termination Fee shall be payable if the Company reasonably anticipates that terminates the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible paymentengagement for Cause. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Maxim on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Maxim agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Placement Agency Agreement (Applied Dna Sciences Inc)

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date of the Placement and Placement, (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence July 31, 2018 (such date, the “Termination Date”). The Agreement may be terminated at any time In the event the Company has not had its Registration Statement approved by either party upon 10 days written notice to the other party. Following either Commission (ias referenced herein) the occurrence as of the closing Termination Date, the Termination Date shall be extended automatically for an additional 45-day period upon the approval of the Placement or (ii) in the event that Registration Statement. If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” by the Placement Agent introduced to the Company or wall-crossed by the Lead Manager during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 1 herein to for the extent of the gross proceeds receivedamounts raised from such investors. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: iFresh Inc

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder for any reason other than for cause even though the Placement Agent was prepared to proceed with the Placement, and, in either case, if within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securitiesan at-the-market offering) on a Form F-3 with any of the investors “wall-crossed” introduced by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors investors, which shall not be more than 20 investors, provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Placement Agency Agreement (Datasea Inc.)

ENGAGEMENT TERM. The Placement Agent’s Agents’ engagement hereunder shall be until will expire on the earlier of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence December 31, 2016 (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to In the other party. Following either (i) event, however, in the occurrence of the closing course of the Placement or (ii) in the event that the Company elects Agents’ performance of due diligence they deem it necessary to terminate the Placement Agent’s engagement hereunder for any reason even though engagement, the Placement Agent was prepared Agents may do so prior to proceed with the Placementtermination date and upon immediate written notice. If, and, in either case, if within three six (36) months following after the closing or any such terminationTermination Date, the Company completes any private financing of equity, equity-linked or debt or other capital raising activity of the Company (Company, other than (i) the exercise by any person or entity of any options, warrants or other convertible securitiessecurities and excluding (ii) on a Form F-3 the Securities, with any of the investors “wall-crossed” purchasers who were first introduced to the Company in connection with the financing contemplated hereby by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this AgreementAgents, then the Company will pay to the Placement Agent Agents upon the closing of such financing the compensation set forth in Section 3 1 herein to (the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible payment“Termination Fee”). Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s representations and warranties and obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Agents on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Each Placement Agent agrees agrees, severally and not jointly, not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Placement Agency Agreement (Applied Dna Sciences Inc)

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence September 30, 2020 (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder this Agreement for any reason even though the Placement Agent was prepared to proceed with the PlacementPlacement reasonably within the intent of this Agreement, and, in either case, and if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-wall crossed” by Placement Agent for purposes of the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such (other than investors provided introduced to the Company upon termination of this AgreementPlacement Agent by the Company, which the Placement Agent agrees have been introduced by the Company), then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If received by the Company reasonably anticipates that solely from such contacted investors. In the event the Company elects to terminate this Agreement for any reason, the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly provide a list of such possible paymentcontacted investors. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations obligation to pay any fees actually earned pursuant to Section 3 hereof and reimburse expenses the provisions concerning confidentiality, indemnification and contribution contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. If this Agreement for twelve (12) monthsis terminated prior to the completion of the Placement, irrespective of whether a closing occurs. All such all fees and reimbursements due to the Placement Agent shall be paid by the Company to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Color Star Technology Co., Ltd.

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date Closing Date of the Placement and Placement, (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence April 1, 2021 (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” introduced by the Placement Agent Lead Manager to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: CLPS Inc

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ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date of the Placement and Placement, (ii) three months from the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence agreement (such date, the “Termination Date”). The Agreement may be terminated at any time In the event the Company has not had its Registration Statement approved by either party upon 10 days written notice to the other party. Following either Commission (ias referenced herein) the occurrence as of the closing Termination Date, the Termination Date shall be extended automatically for an additional 45-day period upon the approval of the Placement or (ii) in the event that Registration Statement. If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Lead Manager during the term of this Agreement as evidenced by a list of such investors provided to the Company by Maxim upon termination of this Agreementwritten request, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Urban Tea, Inc.

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date” and the period of time during which this Agreement remains in effect is referred to herein as the “Term”). The Agreement After an initial period of nine (9) month(s) from the date hereof, the engagement may be terminated at any time by either party upon 10 days written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder this Agreement for any reason even though the Placement Agent was prepared to proceed with the PlacementPlacement reasonably within the intent of this Agreement, and, in either case, and if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible paymentherein. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations obligation to pay any fees actually earned pursuant to Section 3 hereof and reimburse expenses the provisions concerning confidentiality, indemnification and contribution contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. If this Agreement for twelve (12) monthsis terminated prior to the completion of the Placement, irrespective of whether a closing occurs. All such all fees and reimbursements due to the Placement Agent shall be paid by the Company to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: INVO Bioscience, Inc.

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be commence on the date of this Agreement and continue until the earlier of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 3.A. herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Placement Agency Agreement (Siyata Mobile Inc.)

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date” and the period of time during which this Agreement remains in effect is referred to herein as the “Term”). The Agreement After an initial period of three (3) month(s) from the date hereof, the engagement may be terminated at any time by either party upon 10 days written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder this Agreement for any reason even though the Placement Agent was prepared to proceed with the PlacementPlacement reasonably within the intent of this Agreement, and, in either case, and if within three six (36) months following the closing or any such termination, termination the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible paymentherein. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations obligation to pay any fees actually earned pursuant to Section 3 hereof and reimburse expenses the provisions concerning confidentiality, indemnification and contribution contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. If this Agreement for twelve (12) monthsis terminated prior to the completion of the Placement, irrespective of whether a closing occurs. All such all fees and reimbursements due to the Placement Agent shall be paid by the Company to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Electrameccanica Vehicles Corp.

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date Closing Date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date”). The Agreement After an initial period of two (2) weeks from the date of the Company’s Engagement Letter, dated December 12, 2023, with the Placement Agent (the “Engagement Letter”), the engagement may be terminated at any time by either party upon 10 days ten (10) days’ written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either The Agreement may not be earlier terminated other than for Cause (i) the occurrence defined hereinafter). If there is a Closing of the closing Placement, or if the Termination Date occurs prior to Closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder other than for any reason even though the Placement Agent was prepared to proceed with the PlacementCause), and, in either case, then if within three twelve (312) months following the closing or any such terminationtime, the Company completes any financing of equity, equity-linked linked, convertible or debt or other capital raising activity of the Company (other than the exercise by with, or receives any person or entity of any optionsproceeds from, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted or introduced by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon on the closing of such financing or receipt of such proceeds the compensation set forth in Section 3 herein to herein. “Cause,” for the extent purpose of this Agreement, shall mean, as determined by a court of competent jurisdiction, the Placement Agent’s gross negligence, willful misconduct, or a material breach of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth Agreement, after being notified in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly writing of such possible paymentconduct, and not curing such alleged conduct within ten (10) business days of notification of such alleged wrongful conduct. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution contribution, future rights and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date)Agreement. The Placement Agent agrees not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this the Agreement.

Appears in 1 contract

Samples: Green Giant Inc.

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date of the Placement and Placement, (ii) one hundred and twenty (120) days from the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence hereof (such date, the “Termination Date”). The Agreement may be terminated at any time In the event the Company has not had its Registration Statement approved by either party upon 10 days written notice to the other party. Following either Commission (ias referenced herein) the occurrence as of the closing Termination Date, the Termination Date shall be extended automatically for an additional 45-day period upon the approval of the Placement or (ii) in the event that Registration Statement. If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Lead Manager during the term of this Agreement as evidenced by a list of such investors provided to the Company by Maxim upon termination of this Agreementwritten request, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.. Members FINRA & SIPC 000 Xxxxxxxxx Xxxxxx * Xxx Xxxx, XX 00000 * (000) 000-0000 * (000) 000-0000 * fax (000) 000-0000 * xxx.xxxxxxxx.xxx China Bat Group, Inc.February 25, 2019Page 6

Appears in 1 contract

Samples: China Bat Group, Inc.

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be is effective from August 2, 2023 (the “Effective Date”), the date of the Company’s Engagement Letter with the Placement Agent (the “Engagement Letter”), until the earlier of (i) the final closing date Closing Date of the Placement and (ii) 12 months from the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence Effective Date (such date, the “Termination Date”). The Agreement After an initial period of six (6) months from the date of the Company’s Engagement Letter, the engagement may be terminated at any time by either party upon 10 days ten (10) days’ written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either The Agreement may not be earlier terminated other than for Cause (idefined hereinafter) during the occurrence initial six (6) months. If there is a Closing of the closing Placement, or if the Termination Date occurs prior to Closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder other than for any reason even though the Placement Agent was prepared to proceed with the PlacementCause), and, in either case, then if within three twelve (312) months following the closing or any such terminationtime, the Company completes any financing of equity, equity-linked linked, convertible or debt or other capital raising activity of the Company (other than the exercise by with, or receives any person or entity of any optionsproceeds from, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted or introduced by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon on the closing of such financing or receipt of such proceeds the compensation set forth in Section 3 herein to herein. “Cause,” for the extent purpose of this Agreement, shall mean, as determined by a court of competent jurisdiction, the Placement Agent’s gross negligence, willful misconduct, or a material breach of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth Agreement, after being notified in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly writing of such possible paymentconduct, and not curing such alleged conduct within ten (10) business days of notification of such alleged wrongful conduct. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution contribution, future rights and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date)Agreement. The Placement Agent agrees not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Meihua International Medical Technologies Co., Ltd.

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier later of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence September 30, 2020 (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder this Agreement for any reason even though the Placement Agent was prepared to proceed with the PlacementPlacement reasonably within the intent of this Agreement, and, in either case, and if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-wall crossed” by Placement Agent for purposes of the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such (other than investors provided introduced to the Company upon termination of this AgreementPlacement Agent by the Company, which the Placement Agent agrees have been introduced by the Company), then the Company will pay to the Placement Agent upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If received by the Company reasonably anticipates that solely from such contacted investors. In the event the Company elects to terminate this Agreement for any reason, the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly provide a list of such possible paymentcontacted investors. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations obligation to pay any fees actually earned pursuant to Section 3 hereof and reimburse expenses the provisions concerning confidentiality, indemnification and contribution contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. If this Agreement for twelve (12) monthsis terminated prior to the completion of the Placement, irrespective of whether a closing occurs. All such all fees and reimbursements due to the Placement Agent shall be paid by the Company to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Lock Up Agreement (Color Star Technology Co., Ltd.)

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until three months from the earlier of (i) the final closing date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence agreement (such date, the “Termination Date”). The Agreement may be terminated at any time In the event the Company has not had its Registration Statement approved by either party upon 10 days written notice to the other party. Following either Commission (ias referenced herein) the occurrence as of the closing Termination Date, the Termination Date shall be extended automatically for an additional 45-day period upon the approval of the Placement or (ii) in the event that Registration Statement. If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Lead Manager during the term of this Agreement as evidenced by a list of such investors provided to the Company by Maxim upon termination of this Agreementwritten request, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Urban Tea, Inc.

ENGAGEMENT TERM. The Placement Agent’s Agents engagement hereunder shall be until the earlier of (i) the final closing date of the Placement and (ii) the date when either a party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date” and the period of time during which this Agreement remains in effect is referred to herein as the “Term”). The Agreement After an initial period of three (3) month(s) from the date hereof, the engagement may be terminated at any time by either party upon 10 days written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder this Agreement for any reason even though the Placement Agent was Agents were prepared to proceed with the PlacementPlacement reasonably within the intent of this Agreement, and, in either case, and if within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Agents during the term of this Agreement as evidenced by and set forth on a list of such investors provided to the Company upon as of the termination date of this Agreement,, then the Company will pay to the Placement Agent Agents upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly of such possible paymentherein. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations obligation to pay any fees actually earned pursuant to Section 3 hereof and reimburse expenses the provisions concerning confidentiality, indemnification and contribution contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement. If this Agreement for twelve (12) monthsis terminated prior to the completion of the Placement, irrespective of whether a closing occurs. All such all fees and reimbursements due to the Placement Agents shall be paid by the Company to the Placement Agent Agents on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees Agents agree, severally and not jointly, not to use any confidential information concerning the Company provided to them the Placement Agents by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: Biolase, Inc

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date of the Placement and Placement, (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence May 31, 2020 (such date, the “Termination Date”). The Agreement may be terminated at any time by either party upon 10 days written notice to the other party. Following either (i) the occurrence of the closing of the Placement or (ii) in the event that If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three six (36) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors wall-crossed” crossed by the Placement Agent to the Company Lead Manager during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 1 herein to for the extent of the gross proceeds receivedamount raised from such investors. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.

Appears in 1 contract

Samples: It Tech Packaging, Inc.

ENGAGEMENT TERM. The Placement AgentLead Manager’s engagement hereunder shall be become effective on the date hereof and shall continue until the earlier of (i) the final closing date of the Placement and Placement, (ii) Sixty (60) days from the date when either party of this Agreement terminates the engagement according to the terms as set forth in the next sentence hereof (such date, the “Termination Date”). The Agreement may be terminated at any time In the event the Company has not had its Registration Statement approved by either party upon 10 days written notice to the other party. Following either Commission (ias referenced herein) the occurrence as of the closing Termination Date, the Termination Date shall be extended automatically for an additional 45-day period upon the approval of the Placement or (ii) in the event that Registration Statement. If the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent Lead Manager was prepared to proceed with the Placement, and, in either case, if within three twelve (312) months following the closing or any such termination, the Company completes any financing of equity, equity-linked or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with any of the investors “wall-crossed” contacted by the Placement Agent to the Company Lead Manager during the term of this Agreement as evidenced by a list of such investors provided to the Company by Maxim upon termination of this Agreementwritten request, then the Company will pay to the Placement Agent Lead Manager upon the closing of such financing the compensation set forth in Section 3 herein to the extent of the gross proceeds received1 herein. If the Company reasonably anticipates that the Placement Agent Lead Manager may become entitled to payment as set forth in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent Lead Manager promptly of such possible payment. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this Agreement for twelve (12) monthsAgreement, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent Lead Manager on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as pursuant to the terms of the Termination DateSection 1 hereof). The Placement Agent Xxxxx agrees not to use any confidential information concerning the Company provided to them by the Company for any purposes other than those contemplated under this Agreement.. Members FINRA & SIPC 000 Xxxxxxxxx Xxxxxx * Xxx Xxxx, XX 00000 * (000) 000-0000 * (000) 000-0000 * fax (000) 000-0000 * xxx.xxxxxxxx.xxx China Bat Group, Inc. May 17, 2019 Page 6

Appears in 1 contract

Samples: China Bat Group, Inc.

ENGAGEMENT TERM. The Placement Agent’s engagement hereunder shall be until the earlier of (i) the final closing date Closing Date of the Placement and (ii) the date when either party of this Agreement terminates the engagement according to the terms as set forth in of the next sentence (such date, the “Termination Date”). The Agreement After an initial period of one (1) week from the date of the Company’s Engagement Letter, dated February 21, 2023, with the Placement Agent (the “Engagement Letter”), the engagement may be terminated at any time by either party upon 10 days one (1) day’s written notice to the other party, effective upon receipt of written notice to that effect by the other party. Following The Agreement may not be earlier terminated other than for Cause (defined hereinafter).Following either (i) the occurrence of the closing of the Placement or (ii) in the event that the Company elects to terminate the Placement Agent’s engagement hereunder for any reason even though the Placement Agent was prepared to proceed with the PlacementPlacement (other than for cause), and, in either case, if within three nine (39) months following the closing or any such terminationtime, the Company completes any financing of equity, equity-linked linked, convertible or debt or other capital raising activity of the Company (other than the exercise by any person or entity of any options, warrants or other convertible securities) on a Form F-3 with securities),with any of the investors “wall-crossed” contacted or introduced by the Placement Agent to the Company during the term of this Agreement as evidenced by a list of such investors provided to the Company upon termination of this Agreement, then the Company will pay to the Placement Agent upon the closing of such financing or receipt of such proceeds the compensation set forth in Section 3 herein to herein. “Cause,” for the extent purpose of Agreement, shall mean, as determined by a court of competent jurisdiction, Placement Agent’s gross negligence, willful misconduct, or a material breach of the gross proceeds received. If the Company reasonably anticipates that the Placement Agent may become entitled to payment as set forth Agreement, after being notified in the preceding sentence, the Company shall use its best efforts to notify the Placement Agent promptly writing of such possible paymentconduct, and not curing such alleged conduct within ten (10) business days of notification of such alleged wrongful conduct. Notwithstanding anything to the contrary contained herein, the provisions concerning confidentiality, indemnification, contribution contribution, future rights and the Company’s obligations to pay fees and reimburse expenses contained herein and the Company’s obligations contained in the Indemnification Provisions will survive any expiration or termination of this the Agreement for twelve (12) months, irrespective of whether a closing occurs. All such fees and reimbursements due shall be paid to the Placement Agent on or before the Termination Date (in the event such fees and reimbursements are earned or owed as of the Termination Date) or upon the closing of the Placement or any applicable portion thereof (in the event such fees are due as of the Termination Date). The Placement Agent agrees not to use any confidential information concerning the Company provided to them the Placement Agent by the Company for any purposes other than those contemplated under this the Agreement.

Appears in 1 contract

Samples: Infobird Co., LTD

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