Placement Agent’s Fee Clause Samples
The Placement Agent’s Fee clause defines the compensation that a placement agent is entitled to receive for facilitating a transaction, such as raising capital or securing investors. Typically, this fee is calculated as a percentage of the total funds raised or the value of the transaction, and the clause may specify the timing and method of payment. Its core practical function is to clearly establish the agent’s remuneration, thereby preventing disputes over payment and ensuring all parties understand the financial terms of the engagement.
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Placement Agent’s Fee. As compensation for services rendered, the Company shall pay to the Placement Agent in cash by wire transfer in immediately available funds to an account or accounts designated by the Placement Agent an amount (the “Placement Fee”) equal to seven percent (7.0%) of the aggregate gross proceeds received by the Company from the sale of the Securities in the Offering, at the closing (the “Closing” and the date on which the Closing occurs, the “Closing Date”). The Placement Agent may deduct from the net proceeds of the Offering payable to the Company on the Closing Date the Placement Fee set forth herein to be paid by the Company to the Placement Agent.
Placement Agent’s Fee. The Company shall pay to Rodman a cash placement fee (the “Placement Agent’s Fee”) equal to 7% of the aggregate purchase price paid by each purchaser of Securities that are placed in the Offering. The Placement Agent’s Fee shall be paid at the closing of the Offering (the “Closing”) from the gross proceeds of the Securities sold.
Placement Agent’s Fee. The Company shall pay to ▇▇▇▇▇▇▇▇▇▇ a cash placement fee (the “Placement Agent’s Closing Fee”) equal to 7% of the aggregate purchase price paid by each purchaser of Securities that are placed in each Offering by ▇▇▇▇▇▇▇▇▇▇; provided, that solely with respect to the private placement of up to $5,800,000 of Series B Convertible Preferred Stock and associated warrants, the Placement Agent’s Closing Fee shall be 6% of the aggregate purchase price paid by each purchaser of such securities that are placed in such private placement Offering. The Placement Agent’s Closing Fee shall be paid at the closing of the Offering (the “Closing”) from escrow from the gross proceeds of the Securities sold. Additionally, a cash fee payable within 48 hours of (but only in the event of) the receipt by the Company of any proceeds from the cash exercise of the “Series B” warrants sold in the Company’s PIPE financing closed in April 2013 (the “April Offering”), equal to 6% of the aggregate cash exercise price received by the Company upon such exercise, if such exercise is solicited by ▇▇▇▇▇▇▇▇▇▇ (together with the Placement Agent’s Closing Fee, the “Placement Agent’s Fee”). No Placement Agent’s Fee shall be payable to ▇▇▇▇▇▇▇▇▇▇ for proceeds from purchasers included on Annex A.
Placement Agent’s Fee. As compensation for services rendered, the Company shall pay to the Placement Agent in cash by wire transfer in immediately available funds to an account or accounts designated by the Placement Agent an amount (the “Placement Fee”) equal to eight percent (8.0%) of the aggregate gross proceeds received by the Company from the sale of the Securities, at the closing (the “Closing” and the date on which the Closing occurs, the “Closing Date”); and the Company shall issue to the Placement Agent or its designees at the Closing in a private placement a five-year warrant to purchase such number of Shares (as defined in Section 3) equal to 5.0% of the Shares sold in this Offering at an exercise price of 125% of the Purchase Price per Share, which warrants shall be exercisable at any time, during the period commencing 180 days from the date of the Offering (the “Placement Agent Warrant” and together with the shares of Common Stock underlying the Placement Agent Warrant, the “Placement Agent Securities”). The Placement Agent represents that it is an “accredited investor” as defined in Rule 501(a) of Regulation D, and that it is purchasing the Placement Agent Warrants for investment purposes and not with a view to resale or distribution. The Placement Agent has a long standing relationship with the Company, has access to information regarding the Company, and is financially sophisticated. The Placement Agent understands that the Placement Agent Warrant is being offered and sold to it in reliance on specific exemptions from the registration requirements of United States federal and state securities laws and that the Company is relying in part upon the truth and accuracy of, and such Placement Agent’s compliance with, the representations, warranties, agreements, acknowledgments and understandings of such Placement Agent set forth herein in order to determine the availability of such exemptions and the eligibility of such Placement Agent to acquire the Securities.
Placement Agent’s Fee. As compensation for services rendered, the Company shall pay to the Placement Agent in cash by wire transfer in immediately available funds to an account or accounts designated by the Placement Agent: (i) an amount (the “Placement Fee”) equal to eight percent (8%) of the aggregate gross proceeds received by the Company from the sale of the Securities, at one or more closings (each a “Closing” and the date on which each Closing occurs, a “Closing Date”).
Placement Agent’s Fee. As compensation for services rendered, the Company shall pay to the Placement Agent in cash by wire transfer in immediately available funds to an account or accounts designated by the Placement Agent an amount (the “Placement Fee”) equal to 7.5% of the aggregate gross proceeds received by the Company from the sale of the Securities, at the closing (the “Closing” and the date on which the Closing occurs, the “Closing Date”); and the Company shall issue to the Placement Agent or its designees at the Closing three-year warrants to purchase such number of Shares (as defined in Section 3) equal to 5.0% of the Shares sold in this Offering (excluding any Shares issuable upon exercise of the Warrants issued in the Offering) at an exercise price of $0.68 (the “Placement Agent Warrant” and together with the shares of Ordinary Shares (as defined below) underlying the Placement Agent Warrant, the “Placement Agent Securities”). The Placement Agent may deduct from the net proceeds of the Offering payable to the Company on the Closing Date the Placement Fee set forth herein to be paid by the Company to the Placement Agent.
Placement Agent’s Fee. As compensation for services rendered, the Company shall pay to the Placement Agent in cash by wire transfer in immediately available funds to an account or accounts designated by the Placement Agent an amount (the “Placement Fee”) equal to eight percent (8.0%) of the aggregate gross proceeds received by the Company from the sale of the Securities, at the closing (the “Closing” and the date on which the Closing occurs, the “Closing Date”); and the Company shall issue to the Placement Agent or its designees at the Closing a five-year unit purchase option to purchase such number of Units (as defined in Section 3) equal to 5.0% of the Units sold in this Offering at an exercise price of $[●] per unit (125% of the price per Unit), which unit purchase option shall be exercisable at any time, during the period commencing 180 days from the effective date of the Registration Statement (the “Effective Date”) (the “Placement Agent Unit Purchase Option” and together with the shares of Common Stock and Warrants (and Common Stock underlying such Warrants) underlying the Placement Agent Unit Purchase Option, the “Placement Agent Securities”). The Placement Agent may deduct from the net proceeds of the Offering payable to the Company on the Closing Date the Placement Fee set forth herein to be paid by the Company to the Placement Agent.
Placement Agent’s Fee. As compensation for services rendered, the Company shall pay to the Placement Agent in cash by wire transfer in immediately available funds to an account or accounts designated by the Placement Agent an amount (the “Placement Fee”) equal to 7.5% of the aggregate gross proceeds received by the Company from the sale of the Securities at the closing (the “Closing” and the date on which the Closing occurs, the “Closing Date”); and the Company shall issue to the Placement Agent or its designees at the Closing three and one-half-year warrants to purchase such number of Shares (as defined in Section 3) equal to 2.5% of the Shares sold in this Offering at an exercise price of $7.50 (or 125% of the public offering price), which warrants shall be exercisable at any time beginning 180 days from the date of the Offering (the “Placement Agent Warrant” and together with the Ordinary Shares underlying the Placement Agent Warrant, the “Placement Agent Securities”). The Placement Agent may deduct from the net proceeds of the Offering payable to the Company on the Closing Date the Placement Fee set forth herein to be paid by the Company to the Placement Agent.
Placement Agent’s Fee. The Purchaser acknowledges that the Company intends to pay to ▇▇▇▇▇▇ ▇▇▇▇▇▇▇ & Co. Incorporated, in its capacity as the placement agent for the Shares, a fee in respect of the sale of the Shares to the Purchaser. Each of the parties to this Agreement hereby represents that, on the basis of any actions and agreements by it, there are no other brokers or finders entitled to compensation in connection with the sale of the Shares to the Purchaser.
Placement Agent’s Fee. Upon the release of funds from the Escrow Account in accordance with the Escrow Agreement, the Company shall pay to the Placement Agent placement agent fees in connection with the transactions contemplated hereunder in the amount of seven percent (7%) Aggregate Proceeds, by wire transfer in accordance with the engagement letter by and among the Company and the Placement Agent.