EX-10.19
from SB-2
9 pages
1. Newpoint Shall, on a Non-Exclusive Basis, Assist Azur With Advancing Its Overall Business and Strategic Objectives. Newpoint Hereby Agrees to Become a Strategic and Business Consultant to Azur and to Render Such Advice, Consultation, Information and Services to Azur Regarding General Investor Relations, Corporate Finance, and Mergers and Acquisitions and Business Development, Including, but Not Limited To, the Following: (A) Assist Azur With Advancing Its Business Objectives, Including Analyzing Azur’s Business and Revenue Models and Capital Structure; (B) Assist Azur in the Identification and Selection of Appropriate Merger and Acquisition Candidates, Strategic Partners, Disposition of Assets, or Joint Ventures as Deemed Appropriate by Azur and Assisting in Structuring and Negotiation of Merger and Acquisitions (“M&A”) Activities; (C) Advise Azur With Respect to Its Plans and Strategies for Raising Capital, Market Making and Exchange Listing, Analyst Coverage and Institutional Market Support; (D) Assist Azur in Developing a Communications Plan Directed at Informing the Investing Public as to the Business of Azur; (E) Assist Azur in Its Discussions With Underwriters, Investors, Brokers and Institutions and Other Professionals Retained by Azur; Newpoint Advisors, LLC Azur Holdings, Inc. March 1, 2006 Page 2 (F) Advise and Assist Azur With Coordinating Retained Public Relations Professionals; and (G) Introduce Members of Azur’s Management to Securities Dealers and Market Makers, if Azur So Desires. at No Time Will Newpoint Provide Services Which Would Require Newpoint to Be Registered and Licensed With Any Federal or State Regulatory Body or Self-Regulating Agency
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