Financial Services Agreements. Capstar and certain of its subsidiaries and Hickx Xxxe shall have entered into an amendment to each of the Monitoring and Oversight Agreement (the "Capstar M&O Agreement") between Hickx Xxxe and Capstar, the Monitoring and Oversight Agreement (the "Partners M&O Agreement") between Hickx Xxxe and Capstar Partners, the Financial Advisory Agreement (the "Capstar Financial Advisory Agreement") between Hickx Xxxe and Capstar, and the Financial Advisory Agreement (the "Partners Financial Advisory Agreement") between Hickx Xxxe and Partners, that provide (i) the Partners M&O Agreement will be terminated at the Effective Time with no further obligation of any party thereto, (ii) the Partners Financial Advisory Agreement will be terminated at the Effective Time with no further obligation of any party thereto, (iii) the Capstar M&O Agreement will be terminated at the Effective Time and, in consideration therefor, Capstar shall deliver to Hickx Xxxe at Closing a one-time cash payment of $14,202,000, and (iv) the Capstar Financial Advisory Agreement will be terminated at the Effective Time and, in consideration therefor, Hickx Xxxe will receive a fee from Capstar of $17,500,000 in cash, payable at Closing, in satisfaction of its services performed under the Capstar Financial Advisory Agreement in connection with the Merger.
Financial Services Agreements. LIN and certain of its subsidiaries and Hickx Xxxe shall have entered into an amendment to each of the Monitoring and Oversight Agreement (the "M&O Agreement") and the Financial Advisory Agreement (the "Financial Advisory Agreement") that provides (i) the M&O Agreement will terminate at the Effective Time and, in consideration therefor, LIN shall deliver to Hickx Xxxe at Closing a one-time cash payment of $11,000,000, (ii) Hickx Xxxe will receive a fee from LIN of $11,000,000 in cash, payable at Closing, in satisfaction of its services performed under the Financial Advisory Agreement in connection with the Merger, and (iii) the Financial Advisory Agreement would terminate with respect to LIN (and as successor in the Merger, Chancellor) but not its subsidiaries (the "LIN Entities") and would be amended to provide that following the Closing Date (A) Hickx Xxxe will be the exclusive financial advisor to the LIN Entities and (B) Hickx Muse will receive a "market fee" for the services it provides, provided that (1) Hickx Xxxe would not receive a fee in a transaction in which the Chief Executive Officer of Chancellor does not elect to retain an outside financial
Financial Services Agreements. Capstar and certain of its subsidiaries and Hickx Xxxe shall have entered into an amendment to each of the Monitoring and Oversight Agreement (the "Capstar M&O Agreement") between Hickx Xxxe and Capstar, the Monitoring and Oversight Agreement (the "Partners M&O Agreement") between Hickx Xxxe and Capstar Partners, the Financial Advisory Agreement (the "Capstar Financial Advisory Agreement") between Hickx Xxxe and Capstar, and the Financial Advisory Agreement (the "Partners Financial Advisory Agreement") between Hickx Xxxe and Partners, that provide (i) the Partners M&O Agreement will be terminated at the Effective Time with no further obligation of any party thereto, (ii) the Partners Financial Advisory Agreement will be terminated at the Effective Time with no further obligation of any party thereto, (iii) the Capstar M&O Agreement will be terminated at the Effective Time and, in consideration therefor, Capstar shall deliver to Hickx Xxxe at Closing a one-time cash payment of $14,202,000, (iv) Hickx Xxxe will receive a fee from Capstar of $17,500,000 in cash, payable at Closing, in satisfaction of its services performed under the Capstar Financial Advisory Agreement in connection with the Merger, and (v) the Capstar Financial Advisory Agreement would be modified to provide that following the Closing Date, Hickx Xxxe will be entitled to be Parent's financial advisor on certain transactions of Parent and its consolidated subsidiaries following the Closing as follows: (a) on any acquisition, disposition or exchange transaction (an "M&A Transaction") for which Parent or any such subsidiaries retain any Financial Advisor (as hereinafter defined), Hickx Xxxe shall be entitled to serve as a co-advisor on such transaction and shall have the right to mutually agree with the Company upon the selection of any such Financial Advisor or Financial Advisors so retained and, unless mutually agreed to otherwise by Hickx Xxxe and Parent, Hickx Xxxe would be entitled to receive a "market fee" for its services in connection therewith of no less than 50% of the aggregate fees paid to all such advisors (including Hickx Xxxe), (b) on any M&A Transaction of Parent or any of its subsidiaries for which a Financial Advisor is not retained by Parent or any of its subsidiaries but has a transaction value in excess of $500 million, Hickx Xxxe would be the exclusive financial advisor of Parent and its subsidiaries and receive
Financial Services Agreements. In addition, the Group has, in its ordinary and usual course of business, provided and will continue to provide certain financial services including margin financing and IPO financing to the Directors on normal commercial terms. To provide the framework within which the Directors and their respective associates may engage the Group for provision of such services, the Group had entered into the Financial Services Agreements with the Directors on 4 February 2016. Although the maximum amount of financing which is likely to be required by each of Xx. Xxx, Xx. Xxxx, Xx. Xx, Xx. Xxxxx and Xx. Xxxx (together with their respective associates) is not expected to exceed 5% of the applicable percentage ratios calculated under the Listing Rules, it will exceed HK$3,000,000. Therefore, the transactions contemplated under the Financial Services Agreements for these connected persons will be subject to the reporting, annual review and announcement requirements but are exempt from the independent shareholders’ approval requirement under Chapter 14A of the Listing Rules. On the other hand, as the maximum amount of financing which is likely to be required by each of Xx. Xxx, Xx. Xxxxxx Xxxx and Xx. Xxxxxx Xxxx (when aggregated with Xx. Xxx) together with their respective associates will exceed HK$10,000,000 and 5% of some of the applicable percentage ratios calculated under the Listing Rules, the transactions contemplated under the Financial Services Agreements for these connected persons would constitute non-exempt continuing connected transactions for the Company under the Listing Rules and are subject to the reporting, annual review, announcement and independent shareholders’ approval requirements under Chapter 14A of the Listing Rules.
Financial Services Agreements. In addition, the Group has, in its ordinary and usual course of business, provided and will continue to provide certain financial services including margin financing and IPO financing to the Connected Persons on normal commercial terms. To provide the framework within which the Connected Persons and their respective associates may engage the Group for provision of such services, the Group had entered into the Financial Services Agreements with the Connected Persons on 15 February 2013. As the maximum amount of financing which is likely to be required by each Connected Person and his/her associates will exceed HK$10,000,000 and 5% of some of the applicable percentage ratios calculated under the Listing Rules, the transactions contemplated under the Financial Services Agreements would constitute non-exempt continuing connected transactions for the Company under the Listing Rules and are subject to the reporting, annual review, announcement and independent shareholders' approval requirements under Rule 14A.35 of the Listing Rules.
Financial Services Agreements or engagement letters for services to be provided Customers or Clients, are contracts between the Customer or Client and The Firm and its Affiliates.
Financial Services Agreements. 66 (f) Parent Registration Rights Agreement...................... 67 ARTICLE VIII
Financial Services Agreements. 65.10.10 Authority for these policies
Financial Services Agreements. Advise agencies of new cash management techniques, practices, procedures and other efficient methods of collecting and disbursing state money to ensure maximum return on state investments.
Financial Services Agreements. 65 (f) Parent Registration Rights Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . 67 ARTICLE VIII
