Placement Compensation Clause Samples

Placement Compensation. The placement commission will be 12.0% for the Placement. Aegis will also receive a fee of 8.0% of the proceeds from the cash exercise of any warrants outstanding as the date hereof or issued in the Placement or the related warrant inducement, payable on exercise.

Placement Compensation. The placement commission will be 5.0% of the gross proceeds received from the Placement from investors introduced to the Company by Aegis. For avoidance of doubt, Aegis will not receive any fees or commissions for investors that the Company (including its officers and directors) introduces and who participate in the Placement.

Placement Compensation. The placement agent commission will be 10.0% for the Placement of any Securities sold at closing and 10.0% of the proceeds from the exercise of any warrants, payable on exercise, and a non-accountable expense allowance equal to 3.0% of the Placement.

Placement Compensation. The placement commission will be (a) 2.0% for investments made by Lead Investor and (b) 9.0% for all Securities placed by Aegis, excluding Lead Investor. In addition, if investments placed by Aegis equal $5 million or more, the Company will pay Aegis an additional fee of $125,000. Aegis will also receive a fee of 9.0% of the proceeds from the cash exercise of any warrants purchased by investors, excluding Lead Investor, in each case payable on exercise. No fees will be payable on the exercise of warrants by Lead Investor. As additional compensation for Aegis’s services, the Company shall issue to Aegis or its designees at the Closing warrants (the “Placement Agent Warrants”) to purchase that number of Securities equal to 5.0% of the aggregate number of Securities sold in the Placement other than to the Lead Investor. The Placement Agent Warrants will be exercisable at any time beginning and from time to time, in whole or in part, during the five (5) years commencing on the commencement of sales in the Placement, at a price per share equal to 100.0% of the offering price per share of the Securities sold in the Placement (or such exercise price as any investor warrants issued in the Placement) and such Placement Agent Warrants shall be exercisable on a cash basis or cashless basis.

Placement Compensation. The placement commission will be 10.0% for the Placement and a non-accountable expense allowance equal to 3.0% of the Placement; provided, however, that with respect to any sales made to a director or executive officer of the Company, the commission shall be 5.0% and the non-accountable expense shall equal 1.5% of the gross proceeds raised from such sales. Aegis will also receive a fee of 5.0% of the gross proceeds from the cash exercise of any Series A PIPE Common Warrants, payable on exercise. As additional compensation for Aegis’s services, the Company shall issue to Aegis or its designees at each Closing (i) warrants to purchase 10% of the shares of Common Stock and shares of Common Stock underlying the Pre-funded Warrants sold at such Closing which shall contain customary terms, including, without limitation, a five-year exercise period, provisions for corporate anti-dilution protections (such as stock splits, combinations and the like), “full ratchet” price protection anti-dilution provisions and cashless exercise, (ii) Series A Warrants equal to 10% of the Series A PIPE Common Warrants sold at each Closing, which shall have the same terms as the Series A PIPE Warrants, and (iii) Series B Warrants equal to 10% of the Series B PIPE Common Warrants issued at or following the Reset Date, which shall have the same terms and conditions as the Series B PIPE Common Warrants (collectively, the “Placement Agent Warrants”). Notwithstanding the above, the Placement Agent Warrants shall not be redeemable.

Placement Compensation. The placement commission will be three and half percent (3.5%) of the aggregate gross proceeds raised at each closing of each Placement (each, a “Closing”) (“Placement Commission”). The Company will be responsible for and will pay $75,000 (to be increased to $150,000 in case a public offering is contemplated or consummated) for out-of-pocket expenses relating to the Placement, including, without limitation, (a) all filing fees and expenses relating to the registration of the Securities with the Commission; (b) all applicable FINRA filing fees; (c) all fees and expenses relating to the listing of the Company’s equity or equity-linked securities on an Exchange; (d) all fees, expenses and disbursements relating to the registration or qualification of the Securities under the “blue sky” securities laws of such states and other jurisdictions as Chaince may reasonably designate (including, without limitation, all filing and registration fees, and the reasonable fees and disbursements of the Company’s “blue sky” counsel, which will be Chaince’s counsel) unless such filings are not required in connection with the Company’s proposed Exchange listing; (e) any fees for counsel to lead investors in the Placement; (f) all fees, expenses and disbursements relating to the registration, qualification or exemption of the Securities under the securities laws of such foreign jurisdictions as Chaince may reasonably designate; (g) the costs of all mailing and printing of the Placement documents; (h) transfer and/or stamp taxes, if any, payable upon the transfer of Securities from the Company to Chaince; (i) the fees and expenses of the Company’s accountants; and (j) reasonable legal fees and disbursements for Chaince’s counsel. In addition, upon the Company’s approval to commence marketing to Investors, Chaince may receive up to $25,000 in marketing upon commencement of such marketing to Investors (the “Marketing Fee”).

Placement Compensation. The placement commission will be eight percent (8.0%) for the Placement and one-half percent (0.5%) for non-accountable expense allowance, and up to $55,000 for fees and expenses of legal counsel and other out-of-pocket expenses plus the costs associated with the use of a third-party electronic road show service as set forth in Section 7.

Placement Compensation. The placement agent commission will be 8.0% for the Placement, and 1.0% non-accountable expense for the Placement.

Placement Compensation. The placement agent commission will be 8.0% of the Subscription Amount.