Common use of Due Diligence Sessions Clause in Contracts

Due Diligence Sessions. Upon commencement of the offering of Placement Shares under this Agreement (and upon the recommencement of the offering of Placement Shares under this Agreement following the termination of a suspension of sales hereunder lasting more than 30 Trading Days), and at each Representation Date with respect to which the Company is obligated to deliver a certificate pursuant to Section 7(m) for which no waiver is applicable pursuant to Section 7(m), the Company will conduct a due diligence session, in form and substance, reasonably satisfactory to the Sales Agents, which shall include representatives of management and the accountants. The Company shall cooperate timely with any reasonable due diligence request from or review conducted by the Sales Agents or their agents from time to time in connection with the transactions contemplated by this Agreement, including, without limitation, providing information and available documents and access to appropriate corporate officers and the Company’s agents during regular business hours, and timely furnishing or causing to be furnished such certificates, letters and opinions from the Company, its officers and its agents, as the Sales Agents may reasonably request. The Company shall reimburse the Sales Agents for Sales Agents’ counsel’s fees in each such due diligence update session, up to a maximum of $5,000 per due diligence update session conducted in connection with its Quarterly Reports on Form 10-Q and amendments or supplements to the Registration Statement or the Prospectus (other than by means of Incorporated Documents and other than supplements unrelated to the offer and sale of Placement Shares hereunder) and $10,000 per due diligence update session conducted in connection with its Annual Report on Form 10-K, in each case only to the extent such sessions are required to be conducted in accordance with the first sentence of this Section 7(k).