Use of Name and Reports Clause Example from Business Contracts

Use of Name and Reports. Without the Advisor's prior written consent, neither the Company nor any of its affiliates (nor any director, officer, manager, partner, member, employee, representative or agent thereof) shall quote or refer to, in any filings with the Securities and Exchange Commission, any advice rendered by the Advisor to the Company or any communication from the Advisor, in each case, in connection with performance of the Advisor's services hereunder, provided, that if any such quote or reference is require...d by applicable federal or state law, regulation or securities exchange rule, then (i) the Company shall provide the Advisor with a draft of such disclosure prior to the filing being made; and (ii) the Advisor shall be given the opportunity to comment on same; and (iii) the Advisor's consent shall not be unreasonably withheld. 2 7. Status as Independent Contractor. The Advisor shall perform its services as an independent contractor and not as an employee of the Company or affiliate thereof. It is expressly understood and agreed to by the parties that the Advisor shall have no authority to act for, represent or bind the Company or any affiliate thereof in any manner, except as may be expressly agreed to by the Company in writing. In rendering such services, the Advisor will be acting solely pursuant to a contractual relationship on an arm's-length basis. This Agreement is not intended to create a fiduciary relationship between the parties and neither the Advisor nor any of the Advisor's officers, directors or personnel will owe any fiduciary duty to the Company or any other person in connection with any of the matters contemplated by this Agreement. View More