Common use of Expenses; Fees Clause in Contracts

Expenses; Fees. Simultaneously with payment for and delivery of the A Shares and Warrants at each Closing, the Company shall: (A) pay to the Placement Agent a cash fee equal to eight (8%) percent of the aggregate purchase price of the Units sold (the "Cash Fee"); payment of which shall be made directly from the Escrow Account at each Closing; (B) pay to the Placement Agent a cash non-accountable expense allowance equal to one (1%) percent of the aggregate purchase price of the Units sold (the "Non-Accountable Fee"), payment of which shall be made directly from the Escrow Account at each Closing; (C) reimburse the Placement Agent for its actual out-of-pocket expenses incurred in connection with the Offering, including, without limitation, the fees and expenses of its counsel, the Placement Agent's due diligence investigation expenses, travel and mailing expenses, payment of which shall be made directly from the Escrow Account at each Closing; (D) pay all expenses in connection with the qualification of the Units under the blue sky laws of the states which the Placement Agent shall designate, including legal fees, filing fees and disbursements of Placement Agent's counsel in connection with such blue sky matters, payment of which shall be made directly from the Escrow Account at each Closing; (E) issue to the Placement Agent (i) seven (7) year common stock purchase warrants (the "Agent Warrants") to purchase at an exercise price of $1.00 per share of Common Stock, ten (10%) percent of the aggregate number of Underlying Shares included in the Units sold at each Closing; and (F) pay to the Placement Agent in the future a five (5%) percent fee on the gross proceeds received by the Company from any future exercise by the Subscribers of the Warrants, if any Warrants are so exercised.

Expenses; Fees. Simultaneously with payment for and delivery of the A Preferred Shares and Warrants at each Closing, the Company shall: (A) pay to the Placement Agent a cash fee equal to eight (8%) percent of the aggregate purchase price of the Units sold (the "Cash Fee"); payment of which shall be made directly from the Escrow Account at each Closing; (B) pay to the Placement Agent a cash non-accountable expense allowance equal to one (1%) percent of the aggregate purchase price of the Units sold (the "Non-Accountable Fee"), payment of which shall be made directly from the Escrow Account at each Closing; (C) reimburse the Placement Agent for its actual out-of-pocket expenses incurred in connection with the Offering, including, without limitation, the fees and expenses of its counsel, the Placement Agent's due diligence investigation expenses, travel and mailing expenses, payment of which shall be made directly from the Escrow Account at each Closing; (D) pay all expenses in connection with the qualification of the Units under the blue sky laws of the states which the Placement Agent shall designate, including legal fees, filing fees and disbursements of Placement Agent's counsel in connection with such blue sky matters, payment of which shall be made directly from the Escrow Account at each Closing; (E) issue to the Placement Agent (i) seven (7) year common stock purchase warrants (the "Agent Warrants") to purchase at an exercise price of $1.00 per share of Common StockShare, ten (10%) percent of the aggregate number of Underlying Shares included in the Units sold at each Closing; and (F) pay to the Placement Agent in the future a five (5%) percent fee on the gross proceeds received non-refundable $10,000 payment which will be used by the Company from any future exercise by Placement Agent to pay certain expenses in connection with the Subscribers of the Warrants, if any Warrants are so exercisedProposed Offering.

Expenses; Fees. Simultaneously with payment for and delivery of the A Shares and Warrants Warrants, at each Closingthe Closing and the Option Closing Date, as the case may be, the Company shall: (Ai) pay to the Placement Agent a cash fee equal to eight ten (810%) percent of the aggregate purchase price of the Units sold Shares and Warrants as and when delivered by the Escrow Agent to the Purchasers (the "Cash FeeCASH FEE"); payment of which shall be made directly from the Escrow Account at each Closing; (B) pay to the Placement Agent a cash non-accountable expense allowance equal to one (1%) percent of the aggregate purchase price of the Units sold (the "Non-Accountable Fee"), payment of which shall be made directly from the Escrow Account at each Closing; (Cii) reimburse the Placement Agent for its actual out-of-pocket expenses incurred in connection with the Offering, including, without limitation, the reasonable fees and expenses of its legal counsel, the Placement Agent's due diligence investigation expenses, travel and mailing expenses, payment not to exceed legal fees of which shall be made directly from the Escrow Account at each Closing$20,000; (Diii) pay all expenses in connection with the qualification of the Units Transaction Securities under the blue sky laws of the states which the Placement Agent shall designate, including legal fees, filing fees and disbursements of Placement Agent's counsel in connection with such blue sky matters, payment of which shall be made directly from ; (iv) pay certain fees to the Escrow Account at each ClosingAgent for acting as escrow agent; and (Ev) issue to the Placement Agent (i) seven (7) five year common stock purchase non-cashless exercised provisioned warrants (the "Agent WarrantsAGENT WARRANTS") to purchase at an exercise price such number of $1.00 per share shares of Common Stock, Stock (the "AGENT SHARES") as shall equal ten (10%) percent of the aggregate number of Underlying (a) Shares included sold in the Units sold at each Closing; Offering, and (Fb) Warrant Shares issuable upon exercise of the Warrants as of the Closing, at a per share exercise price equal to $2.50. The Company also agrees to pay to the Placement Agent in a Cash Fee upon its receipt of proceeds, if any, upon the future a five (5%) percent fee on the gross proceeds received by the Company from any future exercise by the Subscribers of the Warrants, if any Series A Warrants are so exercisedand Series B Warrants by Purchasers.

Expenses; Fees. Simultaneously with payment for and delivery of the A --------------- Shares and Warrants Warrants, at each Closingthe Closing and the Option Closing Date, as the case may be, the Company shall: (Ai) pay to the Placement Agent a cash fee equal to eight ten (810%) percent of the aggregate purchase price of the Units sold Shares and Warrants as and when delivered by the Escrow Agent to the Purchasers (the "Cash FeeCASH FEE"); payment of which shall be made directly from the Escrow Account at each Closing; (Bii) pay to the Placement Agent a cash non-accountable expense allowance equal to one (1%) percent of the aggregate purchase price of the Units sold (the "Non-Accountable Fee"), payment of which shall be made directly from the Escrow Account at each Closing; (C) -------- reimburse the Placement Agent for its actual out-of-pocket expenses incurred in connection with the Offering, including, without limitation, the reasonable fees and expenses of its legal counsel, the Placement Agent's due diligence investigation expenses, travel and mailing expenses, payment not to exceed legal fees of which shall be made directly from the Escrow Account at each Closing$20,000; (Diii) pay all expenses in connection with the qualification of the Units Transaction Securities under the blue sky laws of the states which the Placement Agent shall designate, including legal fees, filing fees and disbursements of Placement Agent's counsel in connection with such blue sky matters, payment of which shall be made directly from ; (iv) pay certain fees to the Escrow Account at each ClosingAgent for acting as escrow agent; and (Ev) issue to the Placement Agent (i) seven (7) five year common stock purchase non-cashless exercised provisioned warrants (the "Agent WarrantsAGENT WARRANTS") to purchase at an exercise price such number of $1.00 per share shares of -------------- Common Stock, Stock (the "AGENT SHARES") as shall equal ten (10%) percent of the ------------- aggregate number of Underlying (a) Shares included sold in the Units sold at each Closing; Offering, and (Fb) Warrant Shares issuable upon exercise of the Warrants as of the Closing, at a per share exercise price equal to $2.50. The Company also agrees to pay to the Placement Agent in a Cash Fee upon its receipt of proceeds, if any, upon the future a five (5%) percent fee on the gross proceeds received by the Company from any future exercise by the Subscribers of the Warrants, if any Series A Warrants are so exercisedand Series B Warrants by Purchasers.

Expenses; Fees. Simultaneously with payment for and delivery of the A Shares and Warrants Warrants, at each the Closing, the Company shall: (Ai) pay to the Placement Agent a cash fee equal to eight (8%) percent of the aggregate purchase price of the Units Shares and Warrants sold for the portion of the aggregate purchase price that is equal to or less than $5,000,000 and six (6%) percent for the portion of the aggregate purchase price (if any) that is in excess of $5,000,000 (the "Cash Fee"); payment of which shall be made directly from the Escrow Account at each Closing; (B) pay to the Placement Agent a cash non-accountable expense allowance equal to one (1%) percent of the aggregate purchase price of the Units sold (the "Non-Accountable Fee"), payment of which shall be made directly from the Escrow Account at each Closing; (Cii) reimburse the Placement Agent for its actual out-of-pocket expenses incurred in connection with the Offering, including, without limitation, the reasonable fees and expenses of its legal counsel, the Placement Agent's due diligence investigation expenses, travel and mailing expenses, payment not to exceed legal fees of which shall be made directly from the Escrow Account at each Closing[$________]; (Diii) pay all expenses in connection with the qualification of the Units Securities under the blue sky laws of the states which the Placement Agent shall designate, including legal fees, filing fees and disbursements of Placement Agent's counsel in connection with such blue sky matters, payment of which shall be made directly from ; (iv) pay certain fees to the Escrow Account at each ClosingAgent for acting as escrow agent; and (Ev) issue to the Placement Agent (i) seven (7) five year common stock purchase warrants (the "Agent Warrants") to purchase at an exercise price such number of $1.00 per share shares of Common Stock, Stock (the "Agent Shares") as shall equal ten (10%) percent of the aggregate number of Underlying (a) Shares included sold in the Units sold at each Closing; Offering, and (Fb) Warrant Shares issuable upon exercise of the Warrants as of the Closing, at a per share exercise price equal to the Per Share Purchase Price. The Company also agrees to pay to the Placement Agent in the future a five (5%) percent fee on the gross proceeds received by the Company from any future Cash Fee upon its receipt of proceeds, if any, with exercise by the Subscribers of the Warrants, if any Series B Warrants are so exercisedby Purchasers.

Expenses; Fees. Simultaneously with payment for and delivery of the A B Shares and Warrants at each Closing, the Company shall: (A) pay to the Placement Agent a cash fee equal to eight (8%) percent of the aggregate purchase price of the Units sold (the "Cash Fee"); payment of which shall be made directly from the Escrow Account at each Closing; (B) pay to the Placement Agent a cash non-accountable expense allowance equal to one (1%) percent of the aggregate purchase price of the Units sold (the "Non-Accountable Fee"), payment of which shall be made directly from the Escrow Account at each Closing; (C) reimburse the Placement Agent for its actual out-of-pocket expenses incurred in connection with the Offering, including, without limitation, the fees and expenses of its head counsel, the Placement Agent's due diligence investigation expenses, travel and mailing expenses, payment of which shall be made directly from the Escrow Account at each Closing; (D) pay all expenses in connection with the qualification of the Units under the blue sky laws of the states which the Placement Agent shall designate, including legal fees, filing fees and disbursements of Placement Agent's counsel in connection with such blue sky matters, payment of which shall be made directly from the Escrow Account at each Closing; (E) issue to the Placement Agent (i) seven five (75) year common stock purchase warrants (the "Agent Warrants") to purchase at an exercise price of $1.00 1.25 per share of Common Stock, ten (10%) percent of the aggregate number of Underlying Shares included in the Units sold at each Closing; and (F) pay to the Placement Agent in the future a five (5%) percent fee on the gross proceeds received by the Company from any future exercise by the Subscribers of the Warrants, if any Warrants are so exercised.

Expenses; Fees. Simultaneously with payment for and delivery of the A Shares and Warrants Warrants, at each Closingthe Closing and the Option Closing Date, as the case may be, the Company shall: (Ai) pay to the Placement Agent a cash fee equal to eight ten (810%) percent of the aggregate purchase price of the Units sold Shares and Warrants as and when delivered by the Escrow Agent to the Purchasers (the "“Cash Fee"”); payment of which shall be made directly from the Escrow Account at each Closing; (B) pay to the Placement Agent a cash non-accountable expense allowance equal to one (1%) percent of the aggregate purchase price of the Units sold (the "Non-Accountable Fee"), payment of which shall be made directly from the Escrow Account at each Closing; (Cii) reimburse the Placement Agent for its actual out-of-pocket expenses incurred in connection with the Offering, including, without limitation, the reasonable fees and expenses of its legal counsel, the Placement Agent's due diligence investigation expenses, travel and mailing expenses, payment not to exceed legal fees of which shall be made directly from the Escrow Account at each Closing$20,000; (Diii) pay all expenses in connection with the qualification of the Units Transaction Securities under the blue sky laws of the states which the Placement Agent shall designate, including legal fees, filing fees and disbursements of Placement Agent's counsel in connection with such blue sky matters, payment of which shall be made directly from ; (iv) pay certain fees to the Escrow Account at each ClosingAgent for acting as escrow agent; and (Ev) issue to the Placement Agent (i) seven (7) five year common stock purchase non-cashless exercised provisioned warrants (the "“Agent Warrants"”) to purchase at an exercise price such number of $1.00 per share shares of Common Stock, Stock (the “Agent Shares”) as shall equal ten (10%) percent of the aggregate number of Underlying (a) Shares included sold in the Units sold at each Closing; Offering, and (Fb) Warrant Shares issuable upon exercise of the Warrants as of the Closing, at a per share exercise price equal to $2.50. The Company also agrees to pay to the Placement Agent in a Cash Fee upon its receipt of proceeds, if any, upon the future a five (5%) percent fee on the gross proceeds received by the Company from any future exercise by the Subscribers of the Warrants, if any Series A Warrants are so exercisedand Series B Warrants by Purchasers.