OUR UNDERSTANDING OF YOUR REQUIREMENTS

Your Role:

Our experience demonstrates that the most successful assignments are those in which we work closely together and partner with our client.  Accordingly, we would like to indicate the unique contribution that you make to the management process.  While we seek to identify and recommend courses of action for any question, the entire board will be responsible for the final decision.  There are several additional responsibilities that you should undertake to ensure that the board makes the best decisions possible.  These include:

1.      To indicate clearly those areas relevant to the question that you wish to keep confidential, and we, as members of your team, will make every effort to do so.

2.      To provide timely feedback to us regarding any background information we need to perform our services.

3.      To schedule any requested meetings and interviews promptly, and to report your findings as soon as possible.

4.      To provide us with information you may have identified from other sources, or from within your organization, that they may be evaluated as part the decision making process.

5.      To assist in providing the appropriate information to us about your company that would enable us to make their professional, correct, and valid decisions.

6.      To be available to discuss the progress of the company, the challenges in the marketplace and the steps we can both take to improve the process, should that be required.

7.      To provide any necessary Board of Directors Liability Insurance, and any Errors and Omissions Insurance that may be required.

8.       We request you do not advertise or use other methods while we are working on any projects without discussing with us first.  More than one approach to the decision making process may compromise your confidentiality and competitive standing.

CONFIDENTIALITY, CIRCUMVENTION, COMPETITION

In view of the increasing complexity of many of our clients and our relationships, and the multifaceted relationships that result, we reaffirm our long-standing policy not to divulge client confidences for a specified period of time.  As a result of this engagement, confidentiality will be for the duration of our agreement, and a minimum period of 12 months following the date this agreement terminates, unless an exception applies.  We affirm that we are not currently in conflict of interest with any other client relationships.  We will not circumvent any trusts or understandings you may have with us, by contacting any of your directors, officers, employees, vendors, partners, principals, associates, clients, or competitors, for any purpose, without your prior approval.  We will not compete, either directly or indirectly, with you, or your business, in any way.  Exceptions to this policy include instances where this agreement is canceled, a client ceases to exist, does not pay our fees and/or expenses, authorized an exception, violates this agreement, or has a significant change in ownership, with our relationship ending.   

PROFESSIONAL FEES AND EXPENSES

Consistent with the standards of our profession, our fees for this project are structured as non-refundable cash compensation.  For fee calculation purposes for this project, cash compensation is a base compensation of $6,995.00, to be paid by check, via mail or PayPal, to Hamilton Jones Associates, Inc', before our arrival at your site, or when you authorize us to start the project at a remote location.

In addition to professional fees, we are to be reimbursed for all relevant and approved expenses, including travel, lodging, video-conferencing, administrative support, communication, courier, reproduction, and computer services.  These expenses are to be reimbursed in advance, with the initial compensation payment, according to our company policy.

If we have identified issues beyond the scope of this agreement, or any other understandings or agreements that you may have with us, a new written proposal will be developed, which may include specific criteria and goals, and also may include fixed fees, percentage or contingency compensation, and any incentive or performance bonuses, stock, and expenses incurred, to be paid as structured in the new agreement, if approved by you.

Late payments received more than 30 days past the billing date will be subject to an interest charge of 1.5% per month (18% per annum).  If collection activities should become necessary, the fee would be adjusted to include and related expenses such as reasonable attorney fees.

CLIENT SATISFACTION

Our professional fees and any expenses incurred are non-refundable.  For purposes of this agreement, our services are not complete until you receive the information we provide, and that you need to make qualified management decisions.

Either party may discontinue this agreement by written notification at any time.  In the unlikely event that this occurs, you will be billed for (i) expenses incurred to the date of our receipt of your written notification; (ii) expenses committed with your approval that cannot be canceled.

MARKETING

To help protect client confidentiality, we do not use internet sites or listings.   Most of our clients do not want information or knowledge of any management policies or proceedings released to the public, competitors, shareholders, and employees, without prior client approval.  We rely upon our extensive knowledge base, professional contacts, and networks to obtain results in a confidential manner.

                                                                                                      WELCOME