Common use of Future Rights Clause in Contracts

Future Rights. Upon the Closing of a Placement, for a period of twelve (12) months from the last closing of a Placement (the “Tail Period”), if the Company decides to enter into a Placement using an underwriter or placement agent in the U.S., the Company grants Xxxxx the right of first refusal to act as lead managing underwriter and lead left book runner or minimally as a co-lead manager and co-lead left book runner and/or co-lead left placement agent with at least 50.0% of the economics for any and all future equity, equity-linked or debt (excluding commercial bank debt) offerings (each, a “Subsequent Offering”) undertaken during the Tail Period by the Company or any subsidiary of the Company. The Company shall provide Maxim with written notice of its election to engage in a Subsequent Offering, which notice shall describe the proposed terms and conditions of such Subsequent Offering. Xxxxx shall notify the Company within ten (10) days of its receipt of the written offer contemplated above as to whether or not it agrees to accept such retention. If Maxim should decline such retention, the Company shall have no further obligation to Maxim with respect to such other Subsequent Offering, except as otherwise provided for herein. Xxxxx acknowledges that if the Company issues convertible notes to Company management without the use of an agent or underwriter, such transaction shall not be deemed a Subsequent Offering.

Appears in 1 contract

Samples: Sino-Global Shipping America, Ltd.

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Future Rights. Upon the Closing of a Placement, for a period of twelve (12) months from the last closing of a Placement (the “Tail Period”), if the Company decides to enter into a Placement using an underwriter or placement agent in the U.S., the Company grants Xxxxx the right of first refusal to act as lead managing underwriter and lead left book runner or minimally as a co-lead manager and co-lead left book runner and/or co-lead left placement agent with at least 50.0% of the economics for any and all future equity, equity-linked or debt (excluding commercial bank debt) offerings (each, a “Subsequent Offering”) undertaken during the Tail Period by the Company or any subsidiary of the Company. The Company shall provide Maxim with written notice of its election to engage in a Subsequent Offering, which notice shall describe the proposed terms and conditions of such Subsequent Offering. Xxxxx shall notify the Company within ten (10) days of its receipt of the written offer contemplated above as to whether or not it agrees to accept such retention. If Maxim should decline such retention, the Company shall have no further obligation to Maxim with respect to such other Subsequent Offering, except as otherwise provided for herein. For avoidance of doubt, Xxxxx acknowledges that if the Company issues convertible notes to Company management securities in any form of financing without the use of an agent or underwriter, such transaction shall not be deemed a Subsequent Offering.. Members FINRA & SIPC 000 Xxxxxxxxx Xxxxxx * Xxx Xxxx, XX 00000 * (000) 000-0000 * (000) 000-0000 * fax (000) 000-0000 * xxx.xxxxxxxx.xxx Urban Tea, Inc. February 18, 2021 Page 6

Appears in 1 contract

Samples: Confidential (Urban Tea, Inc.)

Future Rights. Upon the Closing of a Placement, for a period of twelve eighteen (1218) months from the last closing of a Placement (the “Tail Period”), if the Company decides to enter into a Placement using an underwriter or placement agent in the U.S., the Company grants Xxxxx the right of first refusal to act as lead managing underwriter and lead left book runner or minimally as a co-lead manager and co-lead left book runner and/or co-lead left placement agent with at least 50.075.0% of the economics for any and all future equity, equity-linked or debt (excluding commercial bank debt) offerings (each, a “Subsequent Offering”) undertaken during the Tail Period by the Company or any subsidiary of the Company. The Company shall provide Maxim with written notice of its election to engage in a Subsequent Offering, which notice shall describe the proposed terms and conditions of such Subsequent Offering. Xxxxx shall notify the Company within ten (10) days of its receipt of the written offer contemplated above as to whether or not it agrees to accept such retention. If Maxim should decline such retention, the Company shall have no further obligation to Maxim with respect to such other Subsequent Offering, except as otherwise provided for herein. Xxxxx acknowledges that if the Company issues convertible notes to Company management without the use of an agent or underwriter, such transaction shall not be deemed a Subsequent Offering.. Members FINRA & SIPC 000 Xxxxxxxxx Xxxxxx * Xxx Xxxx, XX 00000 * (000) 000-0000 * (000) 000-0000 * fax (000) 000-0000 * xxx.xxxxxxxx.xxx SOS Limited November 12, 2020 Page 6

Appears in 1 contract

Samples: SOS LTD

Future Rights. Upon the Closing of a Placement, for a period of twelve six (126) months from the last closing of a Placement (the “Tail Period”), if the Company decides to enter into a Placement using an underwriter or placement agent in the U.S., the Company grants Xxxxx the right of first refusal to act as lead managing underwriter and lead left book runner or minimally as a co-lead manager and co-lead left book runner and/or co-lead left placement agent with at least 50.0% of the economics for any and all future equity, equity-linked or debt (excluding commercial bank debt) offerings (each, a “Subsequent Offering”) undertaken during the Tail Period by the Company or any subsidiary of the Company. The Company shall provide Maxim with written notice of its election to engage in a Subsequent Offering, which notice shall describe the proposed terms and conditions of such Subsequent Offering. Xxxxx shall notify the Company within ten (10) days of its receipt of the written offer contemplated above as to whether or not it agrees to accept such retention. If Maxim should decline such retention, the Company shall have no further obligation to Maxim with respect to such other Subsequent Offering, except as otherwise provided for herein. Xxxxx acknowledges that if the Company issues convertible notes to Company management without the use of an agent or underwriter, such transaction shall not be deemed a Subsequent Offering.. CLPS Incorporation February 23, 2021Page 6

Appears in 1 contract

Samples: CLPS Inc

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Future Rights. Upon the Closing of a Placement, for a period of twelve (12) months from the last closing of a Placement (the “Tail Period”), if the Company decides to enter into a Placement using an underwriter or placement agent in the U.S., the Company grants Xxxxx the right of first refusal to act as lead managing underwriter and lead left book runner or minimally as a co-lead manager and co-lead left book runner and/or co-lead left placement agent with at least 50.0% of the economics for any and all future equity, equity-linked or debt (excluding commercial bank debt) offerings (each, a “Subsequent Offering”) undertaken during the Tail Period by the Company or any subsidiary of the Company. The Company shall provide Maxim with written notice of its election to engage in a Subsequent Offering, which notice shall describe the proposed terms and conditions of such Subsequent Offering. Xxxxx shall notify the Company within ten (10) days of its receipt of the written offer contemplated above as to whether or not it agrees to accept such retention. If Maxim should decline such retention, the Company shall have no further obligation to Maxim with respect to such other Subsequent Offering, except as otherwise provided for herein. Xxxxx acknowledges that if the Company issues convertible notes to Company management without the use of an agent or underwriter, such transaction shall not be deemed a Subsequent Offering.. 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.November 13, 2020Page 6

Appears in 1 contract

Samples: Sino-Global Shipping America, Ltd.

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