Common use of Brokers’ Fees and Expenses Clause in Contracts

Brokers’ Fees and Expenses. No broker, investment banker, financial advisor or other Person, other than Citigroup Global Markets Inc. (the “Company Financial Advisor”), the fees and expenses of which will be paid by the Company, is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission in connection with the Transactions based upon arrangements made by or on behalf of the Company. Prior to the execution of this Agreement, the Company has furnished to Parent true and complete copies of all agreements between or among the Company and the Company Financial Advisor relating to the Transactions.

Brokers’ Fees and Expenses. No broker, investment banker, financial advisor or other Person, other than Citigroup Global Markets Inc. (the “Company Financial Advisor”), the fees and expenses of which will be paid by the Company, is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission in connection with the Transactions Merger or any of the other transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Company. Prior to the execution of this Agreement, the Company has furnished to Parent true and complete copies of all agreements between or among the Company and the Company Financial Advisor relating to the Transactions.

Brokers’ Fees and Expenses. No broker, investment banker, financial advisor or other Person, other than Citigroup Global Markets Inc. (the “Company Parent Financial Advisor”), the fees and expenses of which will be paid by the CompanyParent, is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission in connection with the Merger and the other Transactions based upon arrangements made by or on behalf of the Company. Prior to the execution of this AgreementParent, the Company has furnished to Parent true and complete copies of all agreements between Parent’s Subsidiaries or among the Company and the Company Financial Advisor relating to the TransactionsSub.

Brokers’ Fees and Expenses. No broker, investment banker, financial advisor or other Person, other than X.X. Xxxxxx Securities LLC, Xxxxxx Xxxxxxx & Co. LLC and Citigroup Global Markets Inc. (the “Company Financial AdvisorAdvisors”), the fees and expenses of which will be paid by the CompanySeller in accordance with Section 8.03, is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission in connection with the Transactions Share Purchase or any of the other transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Company. Prior to the execution of this Agreement, the Company has furnished to Parent true and complete copies of all agreements between or among the Company and the Company Financial Advisor relating to the Transactions.