270 Legal [Sample Agreements]

Consulting Agreement with Magna Entertainment Corp. (“MEC”) Further to our discussions, MEC wishes to retain Greenbrook Capital Partners Inc. (together with its employees, the “Consultant”) to provide consulting services to assist MEC and its subsidiaries with the adoption and implementation of a restructuring plan (the “Project”). The overall objective of the Project is to eliminate the MEC debt and underperforming / loss operations. The terms and conditions of the consulting arrangement would be as follows:

1. Consultant. The Consultant will provide its Senior Partner & Chairman, Mr. Thomas Hodgson (the “Designated Consultant”), to carry out the Consultant’s obligations under this agreement. The Consultant’s use of any other employee or consultant other than the Designated Consultant to perform the consulting services in respect of the Project is subject to the prior written authorization of MEC. The Consultant acknowledges that due to the nature of the Project, the Designated Consultant will be expected to engage in extensive business travel.
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