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Advisory Agreement

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Exhibit 10.26

EXECUTION COPY

ADVISORY AGREEMENT This Advisory Agreement (this " Agreement" ) is made and entered into as of April 13, 2006 (the " Effective Date" ), by and among Burlington Coat Factory Holdings, Inc., a Delaware corporation (" Holdings" ), Burlington Coat Factory Warehouse Corporation, a Delaware corporation (the " Company" ) and Bain Capital Partners, LLC, a Delaware limited liability company (" Bain" ). Certain defined terms that are used but not otherwise defined herein have the meanings given to such terms in Section 18 . WHEREAS, the Company desires to retain Bain with respect to the services described herein. NOW, THEREFORE, the parties to this Agreement agree as follows:

1. Term . This Agreement shall be in effect for an initial term commencing on the Effective Date and ending on the tenth anniversary of the Effective Date (the " Term" ), which Term shall automatically be extended thereafter on a year to year basis unless the Company or Bain provides written notice of its desire to terminate this Agreement to Bain or the Company, as applicable, at least 90 days prior to the expiration of the Term or any extension thereof. In addition, in connection with the consummation of a Change in Control or the Initial Public Offering, Bain may terminate this Agreement by delivery of written notice of termination to the Company. The provisions of Sections 3(d) , 5, through 18 shall survive any termination of this Agreement.

2. Services . Bain shall perform or cause to be performed such services for the Company and/or its subsidiaries as mutually agreed by Bain and the Company, which services may include, without limitation, the following: (a) general executive, management and consulting services; (b) identification, support, negotiation and analysis of acquisitions and dispositions by the Company and/or its subsidiaries;

(c) support, negotiation and advice in connecting with financing dispositions, mergers, combinations and change of control transactions, and refinancing of existing indebtedness involving the Company (however structured);

(d) finance functions, including assistance in the preparation of financial projections and monitoring of compliance with financing agreements;

(e) real estate functions, including management and monitoring of real estate properties and development and implementation of real estate strategies; (f) marketing functions, including monitoring of marketing plans and strategies; (g) human resources functions, including searching and hiring of executives; and

(h) other services for the Company and its subsidiaries upon which the Company and Bain agree.

3. Fees and Expenses .

(a) The Company will pay Bain or its designees a fee in the aggregate amount of $21,400,000 for services rendered in connection with debt financing of the transactions (the " Merger" ) contemplated by the Agreement and Plan of Merger, dated as of January 18, 2006, by and among the Company, Holdings, and BCFWC Merger Sub, Inc., a Delaware corporation. Such fee will be payable to Bain or its designee by wire transfer of immediately available funds on the Effective Date. In addition, the Company will reimburse Bain or its designees, by wire transfer of immediately available funds on the Effective Date, for its reasonable travel expenses and other reasonable out-of-pocket fees and expenses (including the fees and expenses of accountants, attorneys and other advisors retained by Bain) incurred in connection with the foregoing and the investigation, negotiation, and consummation of the Merger. (b) During the Term of this Agreement, the Company will pay Bain an quarterly fee (the " Periodic Fee" ) for each fiscal quarter of the Company equal to $1 million. The Periodic Fee will be payable in advance to Bain or its designees by wire transfer of immediately available funds on the first business day of the first month of each fiscal quarter. The pro-rated amount of the Periodic Fee for the period commencing on the Effective Date and ending on the last day of the Company' s fiscal quarter ending on or about May 31, 2006, will be payable by wire transfer of immediately available funds on the Effective Date.

(c) The Company will reimburse Bain for such reasonable travel expenses and other reasonable out-of-pocket fees and expenses (including the fees and expenses of accountants, attorneys and other advisors retained by Bain) as may be incurred by Bain and its partners, members, employees or agents in connection with the rendering of services pursuant to this Agreement. Such expenses will be reimbursed by wire transfer of immediately available funds promptly upon the request of Bain (but in any case no later than five business days following such request) and will be in addition to any other fees or amounts payable to Bain pursuant to this Agreement.

(d) The Company will pay Bain or its designees a fee equal to 1% of the aggregate value each transaction that is completed during the Term (or completed after any termination of this Agreement, if such transaction was contemplated at the time of termination of the Agreement) resulting in a Change in Control, acquisition, disposition or divestiture, spin-off, split-off, or financing (whether debt or equity financing) by or involving Holdings, the Company or their respective subsidiaries (however structured). Any such fee will be payable to Bain or its designees by wire transfer of immediately available funds on the date on which such transaction is consummated.

(e) In the event of a termination of this Agreement, the Company shall pay in cash to Bain (a) all unpaid fees and expenses due under Section 3 of this Agreement with respect to the period ending on the termination date, plus (b) the net present value (using a discount rate equal to the yield as of such termination date on U.S. Treasury securities of like maturity) of the Periodic Fees that would have been payable with respect to the period from the termination date


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through the tenth anniversary of the Effective Date or, in the case of any extension thereof, through the end of such extension period. 4. Personnel . Bain will provide and devote to the performance of this Agreement such partners, employees and agents of such Bain as it shall deem appropriate to the furnishing of the services mutually agreed upon by the Company and Bain; it being understood that no minimum number of hours is required to be devoted by Bain on a weekly, monthly, annual, or other basis. The fees and other compensation specified in this Agreement will be payable by the Company regardless of the extent of services requested by the Company pursuant to this Agreement, and regardless of whether or not the Company requests Bain to provide any such services. The Company acknowledges that the services of Bain are not exclusive, and that Bain will render similar services to other Persons (including with the same partners, employees, and agents thereof as may render services to the Company).

5. Liability . Neither Bain nor any of its Affiliates or any of their respective partners, shareholders, directors, officers, members, employees or agents (collectively, the " Bain Group" ) shall be liable to Holdings, the Company, its subsidiaries or any of their Affiliates or Stockholders for any loss, liability, damage or expense (including attorneys' fees and expenses) (collectively, a " Loss" ) arising out of or in connection with the performance of services contemplated by this Agreement. Bain does not make any representations or warranties, express or implied, in respect of the serv
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