Term and Termination of Engagement; Exclusivity. The term of Xxxxxxxxxx’x exclusive engagement will begin on the date hereof and end six (6) months thereafter (the “Term”). Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, right of first refusal, tail, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination or expiration of this Agreement. Notwithstanding anything to the contrary contained herein, the Company has the right to terminate the Agreement for cause in compliance with FINRA Rule 5110(g)(5)(B)(i). The exercise of such right of termination for cause eliminates the Company’s obligations with respect to the provisions relating to the tail fees and right of first refusal. Notwithstanding anything to the contrary contained in this Agreement, in the event that an Offering pursuant to this Agreement shall not be carried out for any reason whatsoever during the Term, the Company shall be obligated to pay to Xxxxxxxxxx its actual and accountable out-of-pocket expenses related to an Offering (including the fees and disbursements of Xxxxxxxxxx’x legal counsel) and, if applicable, for electronic road show service used in connection with an Offering. During Xxxxxxxxxx’x engagement hereunder: (i) the Company will not, and will not permit its representatives to, other than in coordination with Xxxxxxxxxx, contact or solicit institutions, corporations or other entities or individuals as potential purchasers of the Securities and (ii) the Company will not pursue any financing transaction which would be in lieu of an Offering. Furthermore, the Company agrees that during Xxxxxxxxxx’x engagement hereunder, all inquiries from prospective investors will be referred to Xxxxxxxxxx. Additionally, except as set forth hereunder, the Company represents, warrants and covenants that no brokerage or finder’s fees or commissions are or will be payable by the Company or any subsidiary of the Company to any broker, financial advisor or consultant, finder, placement agent, investment banker, bank or other third-party with respect to any Offering.
Term and Termination of Engagement; Exclusivity. The term of Xxxxxx’x exclusive engagement will begin on the date hereof and end 30 days after the date hereof (the “Term”). Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination of this Agreement. During Xxxxxx’x engagement hereunder: (i) the Company will not, and will not permit its representatives to, other than in coordination with Xxxxxx, contact or solicit institutions, corporations or other entities or individuals as potential cash purchasers of the Securities but this shall not prohibit the Company from engaging in discussions with respect to potential mergers and acquisitions or any strategic transactions and (ii) the Company will not pursue any financing transaction which would be in lieu of an Offering. Furthermore, the Company agrees that during Xxxxxx’x engagement hereunder, all inquiries, whether direct or indirect, from prospective investors (not otherwise carved out in the prior sentence) will be referred to Xxxxxx and will be deemed to have been contacted by Xxxxxx in connection with an Offering.
Term and Termination of Engagement; Exclusivity. The term (the "Term") of Xxxxxxxxxx'x exclusive engagement will begin on the date hereof and end 10 business days after the receipt by either party hereto of written notice of termination; provided that no such notice may be given by the Company for a period of 10 business days after the date hereof. Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination of this Agreement. During Xxxxxxxxxx'x engagement hereunder: (i) the Company will not, and will not permit its representatives to, other than in coordination with Xxxxxxxxxx, contact or solicit institutions, corporations or other entities or individuals as potential purchasers of the Securities and (ii) the Company will not pursue any financing transaction which would be in lieu of a Offering. Furthermore, the Company agrees that during Xxxxxxxxxx'x engagement hereunder, all inquiries, whether direct or indirect, from prospective investors will be referred to Xxxxxxxxxx and will be deemed to have been contacted by Xxxxxxxxxx in connection with an Offering.
Term and Termination of Engagement; Exclusivity. The term of Xxxxxxxxxx’x exclusive engagement will begin on the date hereof and end on February 18, 2017 (the “Term”). Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination of this Agreement. During the Term: (i) the Company will not, and will not permit its representatives to, other than in coordination with Xxxxxxxxxx, contact or solicit institutions, corporations or other entities or individuals as potential purchasers of the Securities and (ii) the Company will not pursue any financing transaction which would be in lieu of an Offering. Furthermore, the Company agrees that during the Term, all inquiries, whether direct or indirect, from prospective investors will be referred to Xxxxxxxxxx and will be deemed to have been contacted by Xxxxxxxxxx in connection with an Offering.
Term and Termination of Engagement; Exclusivity. The term of Xxxxxxxxxx’x exclusive engagement will begin on the date hereof and end on January 3, 2019 (the “Term”).”
Term and Termination of Engagement; Exclusivity. The term of Xxxxxx’x exclusive engagement will begin on the date hereof and end January 20, 2017 (the “Term”); provided, however, that if an Offering has not closed by September 23, 2016, the Company may terminate Xxxxxx’x engagement hereunder. Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination of this Agreement. During Xxxxxx’x engagement hereunder: (i) the Company will not, and will not permit its representatives to, other than in coordination with Xxxxxx, contact or solicit institutions, corporations or other entities or individuals as potential purchasers of the Securities and (ii) the Company will not pursue any financing transaction that would be in lieu of an Offering; other than with respect to (i) and (ii) above, the Company’s engagement of MLV & Co. LLC for the sale of the Company’s common stock pursuant to a Prospectus Supplement filed with the Securities and Exchange Commission on March 16, 2015 and any shares of the Company’s common stock issued pursuant to such engagement (the “ATM Offering”) or in connection with any Excluded Financing.
Term and Termination of Engagement; Exclusivity. The term of Wxxxxxxxxx’x exclusive engagement will begin on the date hereof and end six (6) months thereafter (the “Term”). Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, right of first refusal, tail, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination or expiration of this Agreement. Notwithstanding anything to the contrary contained herein, the Company has the right to terminate the Agreement for cause in compliance with FINRA Rule 5110(f)(2)(D)(ii). The exercise of such right of termination for cause eliminates the Company’s obligations with respect to the provisions relating to the tail fees and right of first refusal. Notwithstanding anything to the contrary contained in this Agreement, in the event that an Offering pursuant to this Agreement shall not be carried out for any reason whatsoever during the Term, the Company shall be obligated to pay to Wxxxxxxxxx its actual and accountable out-of-pocket expenses related to an Offering (including the fees and disbursements of Wxxxxxxxxx’x legal counsel), up to the limits set forth in Section A.
Term and Termination of Engagement; Exclusivity. The term of Xxxxxxxxxx'x exclusive engagement will begin on the date hereof and end sixteen and one-half (16.5) months thereafter (the “Term”) unless earlier terminated for Cause.” Except as expressly set forth above, all of the terms and conditions of the Engagement Letter shall continue in full force and effect after the execution of this agreement and shall not be in any way changed, modified or superseded except as provided by the terms set forth herein. This agreement may be executed in two or more counterparts and by facsimile or “.pdf” signature or otherwise, and each of such counterparts shall be deemed an original and all of such counterparts together shall constitute one and the same agreement.
Term and Termination of Engagement; Exclusivity. The term of Xxxxxxxxxx’x exclusive engagement will begin on the date hereof and end three (3) months thereafter (the “Term”); provided, however, that if an Offering has not consummated within 30 days following the date hereof, the Company may terminate Xxxxxxxxxx’x engagement hereunder. Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination or expiration of this Agreement. During the Term: (i) the Company will not, and will not permit its representatives to, other than in coordination with Xxxxxxxxxx, contact or solicit institutions, corporations or other entities or individuals as potential purchasers of the Securities; and (ii) the Company will not pursue any equity financing transaction that would be in lieu of an Offering.
Term and Termination of Engagement; Exclusivity. The Term of Xxxxxxxxxx'x exclusive engagement will begin on the date hereof and end twelve (12) months following the date of the Amendment (such date, the "Term")." "Notwithstanding anything to the contrary contained herein, the Company agrees that the provisions relating to the payment of fees, reimbursement of expenses, tail, indemnification and contribution, confidentiality, conflicts, independent contractor and waiver of the right to trial by jury will survive any termination or expiration of this Agreement." "The exercise of such right of termination for cause eliminates the Company's obligations with respect to the provisions relating to the tail fees." Except as expressly set forth above, all of the terms and conditions of the Engagement Agreement shall continue in full force and effect after the execution of this amendment and shall not be in any way changed, modified or superseded except as set forth herein. This letter shall be construed and enforced in accordance with the laws of the State of New York, without regards to conflicts of laws principles. This letter may be executed in two or more counterparts, each one of which shall be an original, with the same effect as if the signatures thereto and hereto were upon the same instrument. Counterparts may be delivered via electronic mail (including any electronic signature covered by the U.S. federal ESIGN Act of 2000, Uniform Electronic Transactions Act, the Electronic Signatures and Records Act or other applicable law, e.g., xxx.xxxxxxxx.xxx) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes. [Remainder of page intentionally left blank]
