Our team will be in touch within 24 hours to discuss next steps.
NYCE X
Capital Raise · Engagement Letter
This Engagement Letter ("Agreement") is entered into by and between NYCE Companies, Inc., its
affiliates and principals ("Advisor"), and the undersigned party ("Client"). By executing this Agreement,
Client engages Advisor to provide capital raise distribution services subject to the terms herein.
I. Scope of Services
1.1Review and assessment
of Client's offering materials and compliance readiness.
1.2Development of capital
raise distribution strategy across Advisor's 2.5M+ global network.
1.3Multi-channel campaign
execution via social media, email, WhatsApp, and content platforms.
1.4Ongoing campaign
management, optimization, and investor pipeline reporting.
II. Advisor Commitment
2.1Advisor commits to
remain actively engaged until Client achieves $500,000 in investor commitments, or for a period of six (6)
months from campaign launch, whichever occurs first.
2.2The parties may
mutually agree to extend this commitment in writing.
III. Fee Structure
Advisory Retainer
$25,000 due upon execution of this Agreement to begin work. This fee may
be waived or adjusted at Advisor's discretion.
Distribution Fee
$250,000 deducted from the first disbursement of investor funds raised.
This is a separate fee and does not include or reduce the Advisory Retainer.
IV. Client Responsibilities
4.1All offering documents,
pitch deck, and marketing materials.
4.2Timely responses to
investor inquiries routed through Advisor.
4.3Access to offering
platform for tracking and reporting.
4.4Compliance with all
applicable securities laws and regulations.
V. Important Disclaimer
5.1Advisor is not a
registered broker-dealer or investment advisor. Advisor provides underwriting, marketing, and distribution
services only.
5.2All securities
offerings must be conducted through Client's registered intermediary or in compliance with applicable
exemptions.
5.3Advisor makes no
guarantees regarding fundraising outcomes.
VI. Term & Termination
6.1This Agreement shall
commence upon execution and continue until the earlier of: (a) Client achieves $500,000 in investor
commitments; (b) six (6) months from campaign launch; or (c) mutual written agreement to terminate.
6.2If the Advisory
Retainer is not received within fourteen (14) days of execution, this Agreement shall terminate
automatically unless a written waiver is issued by Advisor.
VII. Governing Law
7.1This Agreement shall be
governed by and construed in accordance with the laws of the State of Delaware, without regard to its
conflict of law provisions.
VIII. Execution
By selecting "I Accept" below, you acknowledge that you have read, understood, and agree
to be bound by the terms of this Engagement Letter. This constitutes a legally binding electronic signature
under the ESIGN Act and UETA.
Advisor
Philip Michael
NYCE Companies, Inc.
Client
Full Legal Name
✓
Agreement Executed
Signed by .
Fund your
nonrefundable retainer deposit to secure your onboarding slot.