Common use of COMPENSATION AND OTHER FEES Clause in Contracts

COMPENSATION AND OTHER FEES. As compensation for the services provided by ▇▇▇▇▇▇ hereunder, the Company agrees to pay to ▇▇▇▇▇▇: (A) A cash fee payable immediately upon (but only in the event of) the closing of the Placement and equal to 5% of the aggregate gross proceeds raised in the Placement from the sale of the Securities sold at the closing. (B) A cash fee payable within 48 hours of (but only in the event of) the receipt by the Company of any proceeds from the exercise of the Warrants sold in the Placement equal to 5% of the aggregate cash exercise price received by the Company upon such exercise, if any. (C) The Company also agrees to reimburse ▇▇▇▇▇▇’▇ reasonable expenses (with supporting invoices/receipts) up to a maximum of 1.0 % of the aggregate gross proceeds raised in the Placement, but in no event more than $35,000. Such reimbursement shall be payable immediately upon (but only in the event of) the closing of the Placement. ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, LLC — 1251 Avenue of the ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Tel: ▇▇▇ ▇▇▇ ▇▇▇▇ — Fax: ▇▇▇ ▇▇▇ ▇▇▇▇ — ▇▇▇.▇▇▇▇.▇▇▇ — Member: FINRA, SIPC

COMPENSATION AND OTHER FEES. As compensation for the services provided by ▇▇▇▇▇▇ hereunder▇▇▇▇▇▇▇▇▇, the Company agrees to pay to ▇▇▇▇▇▇: (A) A cash fee payable immediately upon (but only in the event of) the closing of the Placement and equal to 5% of the aggregate gross proceeds raised in the Placement from the sale of the Securities sold at on the closing. At the Company’s option, the Company may enter arrangements with one or more broker dealers pursuant to which such broker dealers shall be entitled to receive up to, in the aggregate, 10% of the cash fee payable by the Company (0.5% of the aggregate gross proceeds) solely under this clause (A). (B) A cash fee payable within 48 hours of (but only in the event of) the receipt by the Company of any proceeds from the exercise of the Warrants sold in the Placement equal to 5% of the aggregate cash exercise price received by the Company upon such exercise, if any. (C) The Company also agrees to reimburse ▇▇▇▇▇▇’▇ reasonable expenses (with supporting invoices/receipts) up to a maximum of 1.0 % of the aggregate gross proceeds raised in the Placement, but in no event more than $35,000. Such reimbursement shall be payable immediately upon (but only in the event of) the closing of the Placement. ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, LLC — 1251 Avenue of the ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Tel: ▇▇▇ ▇▇▇ ▇▇▇▇ — Fax: ▇▇▇ ▇▇▇ ▇▇▇▇ — ▇▇▇.▇▇▇▇.▇▇▇ — Member: FINRA, SIPCSIPC no event more than $25,000. Such reimbursement shall be payable immediately upon (but only in the event of) the closing of the Placement.

COMPENSATION AND OTHER FEES. As compensation for the services provided by ▇▇▇▇▇▇ hereunder▇▇▇▇▇▇▇▇▇, the Company agrees to pay to ▇▇▇▇▇▇: (A) A cash fee payable immediately upon (but only in the event of) the closing of the Placement and equal to 5% of the aggregate gross proceeds raised in the Placement from the sale of the Securities sold at on the closing. (B) A cash fee payable within 48 hours of (but only in the event of) the receipt by the Company of any proceeds from the exercise of the Warrants sold in the Placement that are solicited by the Placement Agent equal to 5% of the aggregate cash exercise price received by the Company upon such exercise, if any. (C) The Company also agrees to reimburse ▇▇▇▇▇▇’▇ reasonable expenses (with supporting invoices/receipts) up to a maximum of 1.0 % of the aggregate gross proceeds raised in the Placement, but in no event more than $35,00010,000. Such reimbursement shall be payable immediately upon (but only in the event of) the closing of the Placement. ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, LLC — 1251 Avenue of the • ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Tel: ▇▇▇ ▇▇▇ ▇▇▇▇ — • Fax: ▇▇▇ ▇▇▇ ▇▇▇▇ — • ▇▇▇.▇▇▇▇.▇▇▇ — • Member: FINRA, SIPC

COMPENSATION AND OTHER FEES. (A) As compensation for the services provided by ▇▇▇▇▇▇ hereunder, the Company agrees to pay to ▇▇▇▇▇▇ ▇ ▇: (A) A cash ▇▇▇ fee payable immediately upon (but only in the event of) the closing of the Placement and equal to 53% of the aggregate gross proceeds raised in the Placement from the sale of the Securities sold at the closing. (B) A Placement. Additionally, a cash fee payable within 48 hours of after (but only in the event of) the receipt by the Company of any proceeds from the exercise of the Warrants sold in the Placement to Purchasers and otherwise in compliance with Financial Industry Regulatory Authority (“FINRA”) Rule 5110 equal to 53% of the aggregate cash exercise price received by the Company upon such exercise, if anyany (the “Warrant Solicitation Fee”). (CB) The Company also agrees to reimburse provide ▇▇▇▇▇▇’▇ reasonable expenses (with supporting invoices/receipts) up a non-accountable expense allowance equal to a maximum of 1.0 1% of the aggregate gross proceeds raised in the Placement, but in no event more than $35,00040,000. Such reimbursement shall be payable immediately upon (but only in the event of) the closing of the Placement. ▇▇▇▇▇▇ & ▇▇▇▇▇▇▇, LLC — 1251 Avenue of the  ▇▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Tel: ▇▇▇ ▇▇▇ ▇▇▇▇ —  Fax: ▇▇▇ ▇▇▇ ▇▇▇▇ —  ▇▇▇.▇▇▇▇.▇▇▇ —  Member: FINRA, SIPC

COMPENSATION AND OTHER FEES. As compensation for the services provided by R▇▇▇▇▇ ▇▇▇▇▇▇ hereunder▇▇▇▇, the Company agrees to pay to ▇R▇▇▇▇▇: (A) A cash fee payable immediately upon (but only in the event of) the closing of the Placement and equal to 5% of the aggregate gross proceeds raised in the Placement from the sale of the Securities sold at on the closing. (B) A cash fee payable within 48 hours of (but only in the event of) the receipt by the Company of any proceeds from the exercise of the Warrants sold in the Placement equal to 5% of the aggregate cash exercise price received by the Company upon such exercise, if any. (C) The Company also agrees to reimburse ▇R▇▇▇▇▇’▇ reasonable expenses (with supporting invoices/receipts) up to a maximum of 1.0 % of the aggregate gross proceeds raised in the Placement, but in no event more than $35,00010,000. Such reimbursement shall be payable immediately upon (but only in the event of) the closing of the Placement. ▇R▇▇▇▇▇ & ▇R▇▇▇▇▇▇, LLC — 1251 Avenue of the • 1▇▇▇ ▇▇▇▇▇▇ ▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇▇▇ ▇▇▇▇▇, ▇▇▇ ▇▇▇▇, ▇▇ ▇▇▇▇▇ Tel: ▇2▇▇ ▇▇▇ ▇▇▇▇ — • Fax: ▇2▇▇ ▇▇▇ ▇▇▇▇ — ▇• w▇▇.▇▇▇▇.▇▇▇ — • Member: FINRA, SIPC