Engagement of Advisor. The Company hereby engages the Advisor as an advisor in connection with the purchase and sale of the Properties, upon the conditions and for the term and compensation herein set forth.
Engagement of Advisor. Subject to the terms and conditions hereinafter set forth, the Company hereby engages the Advisor as its agent to manage, operate and administer the assets, liabilities and business of the Company and the Advisor hereby agrees to perform each of the duties set forth herein in accordance with the provisions of this Agreement. By the execution and delivery of this Agreement, each party represents and warrants that (i) it is duly organized, validly existing, in good standing under the laws of the state of its organization and has all requisite power and authority to enter into and perform its obligations under this Agreement, (ii) the person signing this Agreement for such party is duly authorized to execute this Agreement on such party’s behalf, (iii) the execution and delivery of this Agreement by such party and the performance by such party of its obligations hereunder do not violate any provisions of such party’s constituent documents, constitute a breach or default by such party under any material agreement to which such party is a signatory or cause such party to violate any federal or state law, regulation or rule applicable to such party.
Engagement of Advisor. The Company hereby agrees to hire the Advisor in accordance with the terms and provisions hereof.
Engagement of Advisor. The Company hereby engages the Advisor on a non- exclusive basis, and the Advisor hereby agrees, to advise, consult with, and assist the Company on a non-exclusive basis, in (i) the development, implementation and operation of an expansion and acquisition program, (ii) the identification and structuring of and negotiation with potential sources of capital for the Company, and (iii) such other matters as the parties hereto may mutually agree.
Engagement of Advisor. Company wishes to retain the services of Advisor to serve on the Company's Board of Advisors, and Advisor is willing to serve on the Company's Board of Advisors, subject to the terms and conditions set forth herein.
Engagement of Advisor. Insurer hereby engages the Advisor to provide, with respect to Insurer and its operations, the advisory and consulting services hereinafter specified, and the Advisor hereby accepts such engagement upon the terms and conditions set forth herein and agrees to provide such advisory and consulting services in accordance herewith.
Engagement of Advisor. Investor hereby engages Advisor to provide non‐discretionary investment advisory services to Investor under the terms of this Agreement.
Engagement of Advisor. Varitek hereby engages the Advisor on an exclusive basis for the term of this Agreement, and the Advisor hereby agrees, to advise, consult with, and assist the Company in various matters including, but not limited to (i) a review of the Company’s business, operations and financial condition, including advising on capitalization structures, preparation of a private placement memorandum, and capital raising; (ii) acting as placement agent for a private placement (the “Private Placement”) of approximately $10 million of common stock with proceeds to be used primarily for introduction of the telematics product, payment of Advisor’s fee described in Section 2.2, and working capital; and (iii) at the option of Varitek, subject to the requirements of Section 2.4 of this Agreement, assistance with subsequent financings which may consist of equity, debt and other securities. During the term of this Agreement, the Company agrees not to use the services of any other investment banker regarding matters similar to those outlined in Section 1(ii) herein.
Engagement of Advisor. CBAC hereby engages Advisor, on an exclusive basis (subject to certain limitations - See Exhibit A) for the term of this Agreement, and Advisor hereby agrees, to advise, consult with, and assist the Company in various matters, including: (i) identifying potential acquisition or merger candidates ("Target") in order to effect a possible Transaction; (ii) conducting due diligence review of any proposed acquisition or merger candidate's management, business, assets, operations, and financial condition; (iii) assisting the Company in the formulation and negotiation of the financial terms and structure of any prospective Transaction; (iv) assisting the Company in the presentation of any Transaction to the management and/or Board of Directors of prospective Targets and the Company's Board of Directors, which would include examining the pro forma financial and strategic impact of any prospective Transaction on the Company; and (v) providing other financial advisory services normal and customary for similar engagements and as may be mutually agreed upon by the Company and SMH. During the term of this Agreement, the Company agrees not to use the services of any other investment banker regarding matters similar to those outlined herein.
Engagement of Advisor. RCAI herewith engages ADVISOR and ADVISOR agrees to render to RCAI business consulting services (the "Services") described below.
(a) The Services to be provided by ADVISOR shall include, but are not limited to, the evaluation of various business strategies and the recommendation of changes where appropriate, critical evaluations of RCAI's performance in view of its corporate planning and business objectives, evaluations of upper management, and the development, implementation and maintenance of a sound business and financial advisory strategy which would include:
(i) CORPORATE PLANNING (a) develop an in-depth familiarization with the RCAI's business objectives and bring to its attention potential or actual opportunities which meet those objectives or logical extensions thereof, (b) alert RCAI to new or emerging high potential forms of production and distribution which could either be acquired or developed internally, (c) review and recommend tactics to secure strong vendor relationships, (d) review and recommend tactics for aggressive product marketing strategies, (e) comment on RCAI's corporate development including such factors as position in competitive environment, financial performances vs. competition, strategies, operational viability, etc., and (f) identify and review prospective suitable merger or acquisition candidates for the RCAI, perform appropriate diligence investigations with respect thereto, advise RCAI with respect to the desirability of pursuing such candidates, and advise RCAI in any negotiations that may ensue, but ADVISOR shall not negotiate or structure any transactions involving the offer, sale or purchase of securities; and
(ii) COORDINATION OF MARKETING EFFORTS (a) conduct a review of RCAI's website, business card, power point presentation, advertising, and marketing materials, (b) suggest and assist with modifications, as necessary, (c) arrange appropriate circuit for speaking opportunities with target market, including speaking engagements to investors and their advisors, (d) assist, as necessary, with industry and company specific research reports, and (e) coordinate direct mail campaigns to target markets and investor segments.
(b) The Services shall under no circumstances include the following:
(i) Any activities which could be deemed by the Securities and Exchange Commission to constitute investment banking or any other activities required by ADVISOR to be registered as a broker-dealer under the Securities Act of 1934.
(ii)...
