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2016-006A
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2016-006A
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Last modified
12/9/2016 3:15:10 PM
Creation date
12/5/2016 9:56:12 AM
Metadata
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Template:
Official Documents
Official Document Type
Agreement
Approved Date
01/19/2016
Control Number
2016-006A
Agenda Item Number
8.D.
Entity Name
FirstSouthwest Division of Hilltop Securities
Subject
Financial Advisory Agreement
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Section 2. Other Available Services. In addition to the services set forth and <br />described in Section I herein above, FirstSouthwest agrees to make available to Issuer <br />the following services, when so requested by the Issuer and subject to the agreement <br />by Issuer and FirstSouthwest regarding the compensation, if any, to be paid for such <br />services, it being understood and agreed that the services set forth in this Section II <br />shall require further agreement as to the compensation to be received by <br />FirstSouthwest for such services: <br />A. Investment of Funds. From time to time, as an incident to the other services <br />provided hereunder as financial advisor, FirstSouthwest may purchase such <br />investments as may be directed and authorized by Issuer to be purchased, it <br />being understood that FirstSouthwest will be compensated in the normal and <br />customary manner for each such transaction. In any instance wherein <br />FirstSouthwest may become entitled to receive fees or other compensation in <br />any form from a third party with respect to these investment activities on behalf of <br />Issuer, we will disclose to Issuer the nature and, to the extent such is known, the <br />amount of any such compensation so that Issuer may consider the information in <br />making its investment decision. It is understood and agreed that FirstSouthwest <br />is a duly licensed broker/dealer and is affiliated with First Southwest Asset <br />Management, LLC ("FirstSouthwest Asset Management"), a duly registered <br />investment advisor. Issuer may, from time to time, utilize the broker/dealer <br />services of FirstSouthwest and/or the investment advisory services of <br />FirstSouthwest Asset Management with respect to matters which do not involve <br />or affect the financial advisory services referenced in this Agreement. The terms <br />and conditions of the engagement of FirstSouthwest and/or FirstSouthwest Asset <br />Management to provide such services shall be determined by mutual agreement <br />at the time such services are requested. <br />B. Exercising Calls and Refunding. Provide advice and assistance with regard to <br />exercising any call and/or refunding of any outstanding Debt Instruments. <br />C. Capital Improvements Programs. Provide advice and assistance in the <br />development of any capital improvements programs of the Issuer. <br />D. Long -Range Planning. Provide advice and assistance in the development of <br />other long-range financing plans of the Issuer. <br />E. Post -Sale Services. Subsequent to the sale and delivery of Debt Instruments, <br />review the transaction and transaction documentation with legal counsel for the <br />Issuer, Bond Counsel, auditors and other experts and consultants retained by the <br />Issuer and assist in developing appropriate responses to legal processes, audit <br />procedures, inquiries, internal reviews and similar matters. <br />on <br />
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