Brokers or Finders Fees, Etc. No agent, broker, investment ---------------------------- banker, person or firm acting on behalf of the Company or under its authority is or will be entitled to any broker's or finder's fee or any other commission or similar fee in connection with the sale of the Shares contemplated hereby.
Brokers or Finders Fees, Etc. No Person acting on behalf of Purchaser or any of its Affiliates or under the authority of them is or will be entitled to any brokers’ or finders’ fee or any other commission or similar fee, directly or indirectly, from Sellers or any of its Affiliates in connection with any of the transactions contemplated hereby. CONDUCT AND TRANSACTIONS PRIOR TO CLOSING; COVENANTS . Following the execution of this Agreement and until Closing, Sellers shall give or cause to be given to Purchaser and its representatives and agents reasonable access during normal business hours and upon reasonable prior notice to Sellers’ premises, personnel and Books and Records pertaining to any Purchased Asset or Assumed Liability, and, upon reasonable request by Purchaser from time to time, shall use commercially reasonable efforts to give or cause to be given to Purchaser and its representatives and agents reasonable access to any Rail Cars included in the Purchased Assets for the purpose of inspecting the same. Unless and until the Closing has been consummated, Purchaser shall hold, and shall cause its counsel, accountants and other representatives to hold, in confidence all data and information relating to Sellers made available to Purchaser in connection with the transactions contemplated by this Agreement, in each case on the terms and conditions set forth in that certain Confidentiality Agreement, dated as of February 11, 2005, by and between Purchaser and Calyon Securities (USA) Inc. on behalf of PLM International, Inc. . If not made prior to the date of this Agreement, as soon as practicable following the date of this Agreement, each of Purchaser and Sellers shall make or cause to be made all filings to be made by it or on its behalf under the HSR Act, if required (as determined jointly by Purchaser and Sellers), and shall use its commercially reasonable efforts to cause an early termination under the waiting period under the HSR Act (and to obtain the requisite approvals or consents of Governmental Entities and to cause any applicable waiting periods to expire) as soon as practicable. However, Purchaser shall not have any obligation to dispose of, hold separate or otherwise restrict its enjoyment of any of its assets or properties (including, without limitation, after the Closing, the Purchased Assets). Purchaser shall bear all of the filing fees in compliance with the HSR Act. . Except as otherwise expressly provided in Sections 5.4 or 5.5 or hereof, between the date of this ...
Brokers or Finders Fees, Etc. The Stockholders shall together be responsible for fifty percent (50%) of a finder's fee payable to Xxxxx0.Xxx, Inc. and RES Holdings Corp. (the "Finders"). The total finder's fee is ten percent (10%) of the consideration to be paid in connection with the transaction. At the Closing, the Stockholders shall together pay or cause to be paid to each of the two Finders 2.5% of the cash portion of the consideration to be received by the Stockholders in connection with the sale of the Sold Shares, and 2.5% of the MOTG Notes to be issued to the Stockholders in connection with the sale of the Sold Shares. The Stockholders may direct such cash be paid directly to such Finder from the closing proceeds, and furthermore may direct that MOTG issue MOTG Notes directly to the respective Finders. Except for such fees due to the Finders, no agent, broker, investment banker, person or firm acting on behalf of the Stockholders or SoundCity or under their authority is or will be entitled to any broker's or finder's fee or any other commission or similar fee directly or indirectly from MOTG in connection with the transactions contemplated hereby.
Brokers or Finders Fees, Etc. No Person acting on behalf of Seller or its Affiliates or under the authority of any of them is or will be entitled to any brokers' or finders' fee or any other commission or similar fee, directly or indirectly, from Purchaser in connection with any of the transactions contemplated hereby.
Brokers or Finders Fees, Etc. No broker, finder or investment banker is entitled to any brokerage, finder’s or other fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Purchaser.
Brokers or Finders Fees, Etc. No agent, broker, investment banker, person or firm acting on behalf of the Seller or DES or under their authority is or will be entitled to any broker's or finder's fee or any other commission or similar fee directly or indirectly from the Seller or DES in connection with any of the. transactions contemplated herein.
Brokers or Finders Fees, Etc. No broker, finder or investment banker is entitled to any brokerage, finder's or other fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Purchaser.
Brokers or Finders Fees, Etc. All negotiations relating to this Agreement and the transactions contemplated hereby have been carried on without the participation of any Person acting on behalf of the Company or any of the Company's Shareholders (other than the Company or employees thereof) in such manner as to give rise to any valid claim against the Surviving Corporation or the Company for any brokerage or finder's commission, fee or similar compensation.
Brokers or Finders Fees, Etc. No broker, finder, agent or similar intermediary has acted for or on behalf of either Purchaser in connection with this Agreement or the transactions contemplated hereby, and no broker, finder, agent or similar intermediary is entitled to any broker’s, finder’s or similar fee or other commission in connection therewith based on any contract or other agreement with either Purchaser or any action taken by either Purchaser.
Brokers or Finders Fees, Etc. No agent, broker, investment banker, person or other firm acting on behalf of MSB or under the authority of MSB is or will be entitled to any broker's or finder's fee or any other commission or similar fee directly or indirectly from Lakeland, MSB or the MSB Subsidiary in connection with any of the transactions contemplated hereby, except for fees payable to Capital Consultants of Princeton, Inc. in connection with its rendering of the fairness opinion contemplated by Section 8.12 hereof and for other services rendered to MSB, which fees shall, in accordance with Section 6.7 hereof, be the sole responsibility of MSB. During the Delivery Period, MSB shall furnish to Lakeland a copy of an engagement letter setting forth all fees payable by or on behalf of MSB to Capital Consultants of Princeton, Inc.
