Common use of Brokers; Fairness Opinion Clause in Contracts

Brokers; Fairness Opinion. Neither LBC nor any of its officers, directors or any of its Subsidiaries has employed any broker or finder or incurred, nor will it incur, any liability for any broker’s fees, commissions or finder’s fees in connection with any of the transactions contemplated by this Agreement, except that LBC has engaged, and will pay a fee or commission to BSP Securities LLC (“BSP”), a subsidiary of Banks Street Partners, LLC (“LBC Financial Advisor”), in accordance with the terms of a letter agreement between LBC Financial Advisor and LBC, a true, complete and correct copy of which has been previously delivered by LBC to CBAN. LBC has received the opinion of the LBC Financial Advisor (and, when it is delivered in writing, a copy of such opinion will be promptly provided to CBAN) to the effect that, as of the date of this Agreement and based upon and subject to the qualifications and assumptions set forth therein, the Merger Consideration is fair, from a financial point of view, to the holders of shares of LBC Common Stock, and, as of the date of this Agreement, such opinion has not been withdrawn, revoked or modified.

Brokers; Fairness Opinion. Neither LBC HSB nor any of its officers, directors or any of its Subsidiaries (including Xxxxxxxx) has employed any broker or finder or incurred, nor will it incur, any liability for any broker’s fees, commissions or finder’s fees in connection with any of the transactions contemplated by this Agreement, except that LBC HSB has engaged, and will pay a fee or commission to BSP Securities LLC Sandler X’Xxxxx & Partners, L.P. (“BSP”), a subsidiary of Banks Street Partners, LLC (“LBC HSB Financial Advisor”), in accordance with the terms of a letter agreement between LBC HSB Financial Advisor and LBCHSB, a true, complete and correct copy of which has been previously delivered by LBC HSB to CBANABCB. LBC HSB has received the opinion of the LBC HSB Financial Advisor (and, when it is delivered in writing, a copy of such opinion will be promptly provided to CBANABCB) to the effect that, as of the date of this Agreement and based upon and subject to the qualifications and assumptions set forth therein, the Merger Consideration is fair, from a financial point of view, to the holders of shares of LBC HSB Common Stock, and, as of the date of this Agreement, such opinion has not been withdrawn, revoked or modified.

Brokers; Fairness Opinion. Neither LBC HSB nor any of its officers, directors or any of its Subsidiaries (including Hxxxxxxx) has employed any broker or finder or incurred, nor will it incur, any liability for any broker’s fees, commissions or finder’s fees in connection with any of the transactions contemplated by this Agreement, except that LBC HSB has engaged, and will pay a fee or commission to BSP Securities LLC Sandler O’Xxxxx & Partners, L.P. (“BSP”), a subsidiary of Banks Street Partners, LLC (“LBC HSB Financial Advisor”), in accordance with the terms of a letter agreement between LBC HSB Financial Advisor and LBCHSB, a true, complete and correct copy of which has been previously delivered by LBC HSB to CBANABCB. LBC HSB has received the opinion of the LBC HSB Financial Advisor (and, when it is delivered in writing, a copy of such opinion will be promptly provided to CBANABCB) to the effect that, as of the date of this Agreement and based upon and subject to the qualifications and assumptions set forth therein, the Merger Consideration is fair, from a financial point of view, to the holders of shares of LBC HSB Common Stock, and, as of the date of this Agreement, such opinion has not been withdrawn, revoked or modified.

Brokers; Fairness Opinion. Neither LBC SSNF nor any of its officers, directors or any of its Subsidiaries has employed any broker or finder or incurred, nor will it incur, any liability for any broker’s fees, commissions or finder’s fees in connection with any of the transactions contemplated by this Agreement, except that LBC SSNF has engaged, and will pay a fee or commission to BSP Securities LLC (“BSP”), a subsidiary of Banks Street Partners, LLC (“LBC SSNF Financial Advisor”), in accordance with the terms of a letter agreement between LBC SSNF Financial Advisor and LBCSSNF, a true, complete and correct copy of which has been previously delivered by LBC SSNF to CBANFBMS. LBC SSNF has received the opinion of the LBC SSNF Financial Advisor (and, when it is delivered in writing, a copy of such opinion will be promptly provided to CBANFBMS) to the effect that, as of the date of this Agreement and based upon and subject to the qualifications and assumptions set forth therein, the Merger Consideration is fair, from a financial point of view, to the holders of shares of LBC SSNF Common Stock, and, as of the date of this Agreement, such opinion has not been withdrawn, revoked or modified.

Brokers; Fairness Opinion. Neither LBC SSNF nor any of its officers, directors or any of its Subsidiaries has employed any broker or finder or incurred, nor will it incur, any liability for any broker’s 's fees, commissions or finder’s 's fees in connection with any of the transactions contemplated by this Agreement, except that LBC SSNF has engaged, and will pay a fee or commission to BSP Securities LLC (“"BSP”"), a subsidiary of Banks Street Partners, LLC (“LBC "SSNF Financial Advisor”"), in accordance with the terms of a letter agreement between LBC SSNF Financial Advisor and LBCSSNF, a true, complete and correct copy of which has been previously delivered by LBC SSNF to CBANFBMS. LBC SSNF has received the opinion of the LBC SSNF Financial Advisor (and, when it is delivered in writing, a copy of such opinion will be promptly provided to CBANFBMS) to the effect that, as of the date of this Agreement and based upon and subject to the qualifications and assumptions set forth therein, the Merger Consideration is fair, from a financial point of view, to the holders of shares of LBC SSNF Common Stock, and, as of the date of this Agreement, such opinion has not been withdrawn, revoked or modified.