Common use of Fee Tail Clause in Contracts

Fee Tail. If at any time from the date hereof until twelve (12) months following the Closing Date the Company consummates an offering which (i) provide for a sale of its Ordinary Shares or any of its other securities or (ii) to obtain financing or other benefits, in each case with any person introduced to the Company by the Representative prior to the Closing Date and not-known to the Company before such introduction (the “Tail Investors”), then the Company shall promptly pay the Representative an amount equal to 7% of the gross proceeds received by the Company in such transaction. The Representative shall deliver to the Company within 10 days of the Closing Date a list of all Tail Investors and proof of introduction of such investors to the Company, which list shall be deemed to be accepted by the Company unless the Company objects to any such Tail Investor within 10 days of its receipt of the list from the Representative, upon which time the parties will discuss in good faith the exclusion or inclusion of any such individual or entity as a Tail Investor. Any and all fees payable under this Section 4(a) shall be payable upon the closing of such transaction. The right to receive a fee in connection with this Section 4(a) shall be subject to FINRA Rule 5110(g)(5)(B), and the Company shall have a right of termination for cause, which includes that the Company may terminate the Representative’s engagement upon the Representative’s material failure to provide the underwriting services required by this Agreement. The Company’s exercise of the right of termination for cause will eliminate any obligations with respect to the payment of any termination fee or provision of any tail financing fee, including the tail financing set forth above.