Common use of Tail Fee Clause in Contracts

Tail Fee. If, within twelve (12) months following the Closing, the Company completes any financing of equity, equity-linked, convertible or debt securities, or other capital raising activity (other than the exercise by any person or entity of any options, warrants or other convertible securities) with any of the investors to whom a prospectus was sent, any investor who invested in the Offering or any investor that was introduced to the Company by Maxim in connection with the Offering, then the Company will pay to Maxim 5.5% of the gross proceeds received from such investors upon the closing of such offering. Notwithstanding the foregoing, in the event that the Company completes a PIPE in connection with a proposed Business Combination, and the target company, the Sponsor and/or the Company directly sources capital in connection with such PIPE (exclusive of any investors previously introduced to the Company by Maxim in connection with the Offering), Mxxxx will not receive a fee on any proceeds received from any investors directly introduced by the target company, the Sponsor and/or the Company in connection with the PIPE.

Tail Fee. If, within twelve (12) months following the Closing, the Company completes any financing of equity, equity-linked, convertible or debt securities, or other capital raising activity (other than the exercise by any person or entity of any options, warrants or other convertible securities) with any of the investors to whom a prospectus was sent, any investor who invested in the Offering or any investor that was introduced to the Company by Maxim in connection with the Offering, then the Company will pay to Maxim 5.5% of the gross proceeds received from such investors upon the closing of such offering. Notwithstanding the foregoing, in the event that the Company completes a PIPE in connection with a proposed Business Combination, and the target company, the Sponsor and/or the Company directly sources capital in connection with such PIPE (exclusive of any investors previously introduced to the Company by Maxim in connection with the Offering), Mxxxx Xxxxx will not receive a fee on any proceeds received from any investors directly introduced by the target company, the Sponsor and/or the Company in connection with the PIPE.

Tail Fee. If, within twelve (12) months following the Closing, the Company completes any financing of equity, equity-linked, convertible or debt securities, or other capital raising activity (other than the exercise by any person or entity of any options, warrants or other convertible securities) with any of the investors to whom a prospectus was sent, any investor who invested in the Offering or any investor that was introduced to the Company by Maxim in connection with the Offering, then the Company will pay to Maxim 5.5% of the gross proceeds received from such investors upon the closing of such offering. Notwithstanding the foregoing, in the event that the Company completes a PIPE in connection with a proposed Business Combination, and the target company, the Sponsor and/or the Company directly sources capital in connection with such PIPE (exclusive of any the investors previously introduced to the Company by Maxim Mxxxx in connection with the Offering), Mxxxx will not receive a fee on any proceeds received from any investors directly introduced by the target company, the Sponsor and/or the Company in connection with the PIPE.