Agent Financial Advisor Sample Clauses

Agent Financial Advisor. The Borrower shall continue to cooperate in good faith to provide FTI Consulting, Inc. as the financial advisor of the Administrative Agent (the “Agent Financial Advisor”) with full access to examine and make copies of the books, records, accounts and documents of the Borrower and to discuss the affairs, finances and accounts of the Borrower with the Borrower’s officers, employees, agents or independent accountants, and shall promptly deliver any information, documentation, instruments and other materials reasonably requested by the Agent Financial Advisor in connection with their engagement, subject to reasonable requirements of safety and confidentiality, including requirements imposed by Applicable Law or by contract.
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Agent Financial Advisor. The Administrative Agent has engaged Focus Management Group USA, Inc. as its financial advisor (including any successor financial advisor the “Agent Financial Advisor”) to, among other things, perform a review of the Credit Parties’ financial performance, financial reporting, financial forecasts and short term liquidity. The Credit Parties shall (a) provide the Agent Financial Advisor with reasonable access to the Credit Parties’ facilities, members of management and financial information as is necessary to perform the services within the scope of the engagement and (b) reimburse the Administrative Agent upon demand for the reasonable fees and expenses incurred by the Administrative Agent in connection with the engagement of the Agent Financial Advisor.
Sample 1
Agent Financial Advisor. In the event that the Administrative Agent engages (or directs its counsel to engage) a financial advisor (including any replacement or successor financial advisor, the “Agent Financial Advisor”) to, among other things, perform an enterprise valuation, a review of the Loan Parties’ financial performance, financial reporting, financial forecasts, business plan, liquidity and other related matters, the Loan Parties shall provide the Agent Financial Advisor with reasonable access to the Loan Parties’ facilities, members of senior management and financial information as is necessary to perform the services within the scope of the engagement. The Loan Parties shall reimburse the Administrative Agent promptly upon demand for the fees and expenses incurred by the Administrative Agent in connection with the retention of the Agent Financial Advisor. (n) The following new Section 6.20 is hereby added to the Credit Agreement:
Sample 1
Agent Financial Advisor. Notwithstanding anything to the contrary contained in Section 8 of the Second Amendment and Waiver or in Section 9 of the Third Amendment and Waiver, the Agent shall be entitled to prompt reimbursement from the Loan Parties for fees and expenses incurred by the Agent in connection with services performed or expenses incurred by the Agent Financial Advisor (as defined in Section 8 of the Second Amendment and Waiver) from and after February 10, 2016 to the extent that, in the absence of any Event of Default (after giving effect to this Amendment), such fees and expenses do not exceed $100,000 in aggregate.
Sample 1
Agent Financial Advisor. In the event that the Agent engages (or directs its counsel to engage) a financial advisor (including any replacement or successor financial advisor, the “Agent Financial Advisor”) to, among other things, perform a review of the Loan Parties’ financial performance, financial reporting, financial forecasts, accounting delays and other related matters, the Loan Parties shall provide the Agent Financial Advisor with reasonable access to the Loan Parties’ facilities, members of management and financial information as is necessary to perform the services within the scope of the engagement. The Agent acknowledges and agrees that any information provided by the Loan Parties to the Agent Financial Advisor shall be subject to Section 11.08 of the Credit Agreement. The Loan Parties shall reimburse the Agent promptly after demand for the reasonable fees and expenses incurred by the Agent in connection with the retention of the Agent Financial Advisor; provided that in the absence of an Event of Default, the Agent shall not be entitled to reimbursement for (a) more than one (1) Agent Financial Advisor engaged by (or on behalf of) the Agent at a time or (b) fees and expenses incurred by the Agent in connection with services performed or expenses incurred by the Agent Financial Advisor after October 30, 2015.
Sample 1
Agent Financial Advisor. Notwithstanding the proviso set forth in the last sentence of Section 8 of the Second Amendment and Waiver, the Agent shall be entitled to prompt reimbursement from the Loan Parties for fees and expenses incurred by the Agent in connection with services performed or expenses incurred by the Agent Financial Advisor (as defined in Section 8 of the Second Amendment and Waiver) after October 30, 2015 to the extent that, in the absence of any Event of Default (after giving effect to this Amendment), such fees and expenses do not exceed $100,000 in aggregate.
Sample 1
Agent Financial Advisor. The Loan Parties shall continue to provide the Agent Financial Advisor (as defined in Section 8 of the Second Amendment and Waiver) with reasonable access to the Loan Parties’ facilities, members of management and financial information as is necessary to perform the services within the scope of the Agent Financial Advisor’s Engagement. Notwithstanding anything to the contrary in Section 8 of the Second Amendment and Waiver, Section 9 of the Third Amendment and Waiver or Section 7 of the Fourth Amendment and Waiver, the Agent shall be entitled to prompt reimbursement from the Loan Parties for fees and expenses incurred by the Agent in connection with services performed or expenses incurred by the Agent Financial Advisor from and after the Fifth Amendment Effective Date (defined below) to the extent that, in the absence of any Event of Default (after giving effect to this Amendment), such fees and expenses do not exceed $350,000 in the aggregate.
Sample 1
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Agent Financial Advisor. The Loan Parties shall cooperate fully with the Agent Financial Advisor, including without limitation, providing the Agent Financial Advisor with reasonable access to the Loan Parties’ facilities, books and records, officers and outside consultants and any information reasonably necessary for the Agent Financial Advisor to perform the services within the scope of its engagement.
Sample 1

Related to Agent Financial Advisor

  • Financial Advisor No broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the Merger or any of the other Contemplated Transactions based upon arrangements made by or on behalf of Parent.

  • Financial Advisors No Person has acted, directly or indirectly, as a broker, finder or financial advisor for Purchaser in connection with the transactions contemplated by this Agreement and no Person is entitled to any fee or commission or like payment in respect thereof.

  • No Financial Advisor Other than the Underwriters, no person has the right to act as an underwriter or as a financial advisor to the Company in connection with the transactions contemplated hereby.

  • No Financial Advisor, Placement Agent, Broker or Finder The Company represents and warrants to the Investor that it has not engaged any financial advisor, placement agent, broker or finder in connection with the transactions contemplated hereby. The Investor represents and warrants to the Company that it has not engaged any financial advisor, placement agent, broker or finder in connection with the transactions contemplated hereby. The Company shall be responsible for the payment of any fees or commissions, if any, of any financial advisor, placement agent, broker or finder relating to or arising out of the transactions contemplated hereby. The Company shall pay, and hold the Investor harmless against, any liability, loss or expense (including, without limitation, attorneys' fees and out of pocket expenses) arising in connection with any such claim.

  • Brokers and Financial Advisors Borrower hereby represents that it has dealt with no financial advisors, brokers, underwriters, placement agents, agents or finders in connection with the transactions contemplated by this Agreement. Borrower hereby agrees to indemnify, defend and hold Lender harmless from and against any and all claims, liabilities, costs and expenses of any kind (including Lender’s attorneys’ fees and expenses) in any way relating to or arising from a claim by any Person that such Person acted on behalf of Borrower or Lender in connection with the transactions contemplated herein. The provisions of this Section 10.21 shall survive the expiration and termination of this Agreement and the payment of the Debt.

  • Opinions of Financial Advisors The Fund has received the opinion of Wachovia Capital Markets, LLC (“Wachovia”) financial advisor to the Fund, to the effect that, as of the date hereof, the Merger Consideration is fair from a financial point of view to the Partners. The Fund shall promptly deliver a copy of the written opinion of Wachovia to the Company. It is agreed and understood that such opinion is for the sole benefit of the Fund and may not be relied upon by the Company or Acquisition LLC (except by operation of law following the Effective Time) or any other person.

  • Opinion of Financial Advisors SECTION 3.20

  • Opinion of Financial Advisor 27 SECTION 3.18

  • Brokers, Finders and Financial Advisors No broker, finder or financial advisor has acted for Purchaser in connection with this Agreement or the transactions contemplated hereby or thereby, and no broker, finder or financial advisor is entitled to any broker’s, finder’s or financial advisor’s fee or other commission in respect thereof based in any way on any contract with Purchaser.

  • Opinion of Financial Adviser No advisers, as of the date hereof, have delivered to the IVP Board a written opinion to the effect that, as of such date, the exchange ratio contemplated by the Merger is fair to the holders of IVP Shares.

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