A common sanction sought by the SEC against issuers who use unregistered discoverers is to prevent the issuer from making future offers of Regulation D. This could, of course, have deadly consequences for a start-up dependent on private capital. Obviously, a discoverer expects to be compensated for looking for your money. An agreement between a company and a Finder dealing with this compensation (and other matters) is (of) the “research agreement.” If a discoverer is not authorized as a broker-dealer under U.S. and government securities laws, a research contract could be illegal and unenforceable. Below, our approval takes into account each other`s promises or actions. This agreement will be made available to __DATE__, __NAME__ of __COMPANY__, I have made directly or indirectly available to you a list of “capitalist ventures” and/or provided it to you in exchange for your consent to pay compensation or a research fee for this introductory service, if an investment results directly or indirectly as a result of this service. We agree as follows: 5. Miscellaneous. This agreement binds all parties and their estates, heirs, successors and approved beneficiaries.
This agreement can only be amended with the written agreement of all parties. This agreement cannot be ceded by either party without the written consent of the other party. This agreement is the whole agreement between us. There are no agreements, assurances or guarantees between us with respect to our agreement, except as stated in this Finder pricing agreement. In the event that legal proceedings are required to interpret or enforce the provisions of this agreement, the dominant party is entitled, in such an action, to recover all legal costs, legal fees and the costs of enforcement or forfeiture of a rendered judgment. A court`s ruling that a particular part of this agreement is unlawful does not affect the validity of the other provisions. We intend that the laws of the State of California govern the validity of this agreement. Our signatures below bind us under this agreement. We understand, accept and accept the above terms of this agreement. With so much at stake, it`s not a good idea to sign a random Finder arrangement that you pull out of the Internet and don`t really understand. It is forbidden to pay a Finder a tax based on the amount of capital that the Finder brings to the company.
Below is our agreement, taking into account each other`s commitments or actions with respect to this De Finder royalty agreement. Consultant has introduced potential investors to the client in return for the client`s agreement to pay a advisory (or appointment) allowance for these introductory services and/or will he present to potential investors when an investment is made. That is why the parties agree on this point: this is what the remuneration clause looks like in a research agreement when highlighted by LawGeex: unfortunately, the use of the wrong type of finder or the wrong type of research agreement could lead to a catastrophe. (Regulation D contains rules that allow certain companies to offer and sell their securities without having to register the securities with the SEC. This allows small businesses that could not afford to register the SEC to access capital markets.) The problem is that some discoverers – especially “professionals” – could violate federal and regional title laws. If you already have a draft research agreement and want to better understand and see if it doesn`t contain standard clauses, you can have it checked quickly with LawGeex.