Services and Fees Clause Example from Business Contracts

Services and Fees. (a) The Advisor will: (i)Hold meetings with Company shareholders to discuss the Business Combination and the Target's attributes; (ii)Introduce the Company to potential investors to purchase the Company's securities in connection with the Business Combination; (iii)Assist the Company in trying to obtain shareholder approval for the Business Combination, including assistance with the Company's proxy statement or tender offer materials; and (iv)Assist the Company with any press releases and filing...s related to the Business Combination or the Target. (b) As compensation for the foregoing services, the Company will pay the Advisor a cash fee equal to 3.5% of the gross proceeds received by the Company in the IPO ("Fee"); provided, that, in the Company's discretion, up to 33% of the Fee may be paid to other third parties who are investment banks or financial advisory firms not participating in this offering that assist the Company in consummating a Business Combination. The Fee is due and payable by wire transfer at the closing of the Business Combination ("Closing"). If a proposed Business Combination is not consummated for any reason, no Fee shall be due or payable hereunder. The Fee shall be exclusive of any finder's fees which may become payable to the Advisor pursuant to any subsequent agreement between the Advisor and the Company or the Target. View More