Absence of Brokerage or Finders Commissions. 1st Financial has Previously Disclosed to FCB a copy of its consulting or financial advisory agreement with Sandler X'Xxxxx & Partners, L.P. ("Sandler") containing all terms pertaining to services that firm will provide to 1st Financial, and all fees or other compensation payable by 1st Financial to that firm, in connection with this Agreement and the Merger. Except for 1st Financial's engagement of Sandler (a) all negotiations relative to this Agreement and the transactions described herein have been carried on by 1st Financial directly (or through its legal counsel) with FCB, and no person or firm has been retained by or has acted on behalf of, pursuant to any agreement, arrangement or understanding with, or under the authority of, 1st Financial or Mountain 1st or their respective Boards of Directors as a broker, finder or agent, or has performed similar functions, or otherwise is or may be entitled to receive or claim a brokerage fee or other commission or compensation, in connection with or as a result of the transactions described herein, and (b) none of the 1st Financial Companies has agreed, or has any obligation, to pay any brokerage fee or other commission, fee or other compensation to any person or entity in connection with or as a result of the transactions described herein.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (1st Financial Services CORP), Merger Agreement (1st Financial Services CORP)
Absence of Brokerage or Finders Commissions. 1st Financial Cordia has Previously Disclosed to FCB a copy of its consulting or financial advisory agreement arrangement with Sandler X'Xxxxx O'Xxxxx & Partners, L.P. ("Sandler") ), including a copy of the relevant consulting or financial advisory agreement containing all terms pertaining to services that firm Sandler will provide or has provided to 1st FinancialCordia, and all fees or other compensation payable by 1st Financial Cordia to that firmSandler, in connection with this Agreement and the Merger. Except for 1st FinancialCordia's engagement of Sandler Sandler, (a) all negotiations relative to this Agreement and the transactions described herein have been carried on by 1st Financial Cordia directly (or through its legal counsel) with FCBFCB (or through its legal counsel), and no person or firm Person has been retained by or has acted on behalf of, pursuant to any agreement, arrangement or understanding with, or under the authority of, 1st Financial Cordia or Mountain 1st BOV or their respective Boards of Directors as a broker, finder or agent, or has performed similar functions, or otherwise is or may be entitled to receive or claim a brokerage fee or other commission or compensation, in connection with or as a result of the transactions described herein, and (b) none of the 1st Financial Cordia Companies has agreed, or has any obligation, to pay any brokerage fee or other commission, fee or other compensation to any person or entity Person in connection with or as a result of the transactions described herein.
Appears in 1 contract
Absence of Brokerage or Finders Commissions. 1st Financial has Previously Disclosed to FCB a copy of its consulting or financial advisory agreement with Sandler X'Xxxxx X’Xxxxx & Partners, L.P. ("“Sandler"”) containing all terms pertaining to services that firm will provide to 1st Financial, and all fees or other compensation payable by 1st Financial to that firm, in connection with this Agreement and the Merger. Except for 1st Financial's ’s engagement of Sandler (a) all negotiations relative to this Agreement and the transactions described herein have been carried on by 1st Financial directly (or through its legal counsel) with FCB, and no person or firm has been retained by or has acted on behalf of, pursuant to any agreement, arrangement or understanding with, or under the authority of, 1st Financial or Mountain 1st or their respective Boards of Directors as a broker, finder or agent, or has performed similar functions, or otherwise is or may be entitled to receive or claim a brokerage fee or other commission or compensation, in connection with or as a result of the transactions described herein, and (b) none of the 1st Financial Companies has agreed, or has any obligation, to pay any brokerage fee or other commission, fee or other compensation to any person or entity in connection with or as a result of the transactions described herein.
Appears in 1 contract
Samples: Merger Agreement