Except for Xxxxxxx. Xxxxxxx, which has been employed ------- and is to be paid by Seller, there is no investment broker or finder or other person hired by Seller who would have any valid claim against Seller or the Buyer for a commission or brokerage fee in connection with this Agreement or the transactions contemplated hereby.
Except for Xxxxxxx. Associates, none of the Sellers or the Company have engaged any agent, broker or other person acting pursuant to its express or implied authority which is or may be entitled to a commission or broker or finder's fee in connection with the transactions contemplated by this Agreement or otherwise with respect to the sale of the Shares.
Except for Xxxxxxx. Xxxxxxxxx, whose commission shall be paid by the Seller pursuant to a separate agreement between Seller and Xxxxxxx & Wakefield, neither Seller nor Purchaser has engaged the services of, nor is it or will it become liable to, any real estate agent, broker, finder or any other person or entity for any brokerage or finder’s fee, commission or other amount with respect to the transactions described herein. Each party shall indemnify, defend and hold the other party harmless against all loss, liability and expense, including reasonable attorney’s fees and costs, suffered by such other party due to a breach of the foregoing representation, covenant, and warranty. This Section 9.01 shall survive Settlement and the delivery of the Deed or the termination of this Agreement.
Except for Xxxxxxx the resignation by a Member as an officer, director or employee or, in the case of Xxxxxx as legal counsel and a member of the Executive Committee of, Safariland Ltd, Inc.("Safariland"). In such event, the Effective Date shall be the date of such resignation.
Except for Xxxxxxx the retirement of a Shareholder as an officer, director or employee or, in the case of Xxxxxx as legal counsel and a member of the Executive Committee of, Safariland. In such event, the Effective Date shall be the date of such retirement.
Except for Xxxxxxx. Associates, Inc. with whom Sellers have entered into a separate commission agreement, and which commission shall be paid by Sellers (the "Sellers Broker Agreement"), Sellers, on the one hand, and Purchaser, on the other hand, represent and warrant each to the other that they have not dealt with any broker, sales person or finder in connection with this transaction. Sellers, on the one hand, and Purchaser on the other hand, each agree to indemnify, defend and hold the other harmless from and against any loss, cost, liability or expense suffered or incurred by the other party as a result of a claim or claims for brokerage commissions, finder's fees or other similar fees from any party or firm that is based on the act or omission of the party in breach of the above warranty.
Except for Xxxxxxx. Advisors, the Company has taken no action that would give rise to any claim by any person for brokerage commissions, finder's fees or similar payments relating to this Agreement and the transactions contemplated hereby, other than the attorney's fees of the Buyer. Neither the Company nor any distributor participating on the Company's behalf in the transactions contemplated hereby nor any person acting for the Company, or any such distributor, has conducted any "general solicitation," as described in Rule 502(c) under Regulation D, with respect to the Securities being offered hereby.
