Common use of Brokers; Payments Clause in Contracts

Brokers; Payments. No broker, investment banker, financial advisor or other person is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Company or the Sole Stockholder. The Company has suspended or terminated, and has the legal right to terminate or suspend, all negotiations and discussions of Acquisition Transactions (as defined in Section 6.3) with parties other than Parent. No valid claim exists against the Company or, based on any action by the Company, against the Surviving Corporation or the Parent for payment of any “topping,” “break-up” or “bust-up” fee or any similar compensation or payment arrangement as a result of the transactions contemplated hereby.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Marchex Inc), Agreement and Plan of Merger (Marchex Inc), Agreement and Plan of Merger (Marchex Inc)

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Brokers; Payments. No broker, investment banker, financial advisor or other person is entitled to any broker’s, finder’s, financial advisor’s or other similar fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Company or the Sole StockholderEquityholders. The Company has suspended or terminated, and has the legal right to terminate or suspend, all negotiations and discussions of Acquisition Transactions (as defined in Section 6.35.3) with parties other than Parent. No valid claim exists against the Company or, based on any action by the Company, against the Surviving Corporation Parent or the Parent Buyer for payment of any “topping,” “break-up” or “bust-up” fee or any similar compensation or payment arrangement as a result of the transactions contemplated hereby.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Marchex Inc), Asset Purchase Agreement (Marchex Inc)

Brokers; Payments. No broker, investment banker, financial advisor or other person is entitled to any broker’s's, finder’s's, financial advisor’s 's or other similar fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Company or the Sole StockholderPrincipal Shareholders. The Company has suspended or terminated, and has the legal right to terminate or suspend, all negotiations and discussions of Acquisition Transactions (as defined in Section 6.3) with parties other than Parent. No valid claim exists against the Company or, based on any action by the Company, against the Surviving Corporation or the Parent for payment of any "topping,” “" "break-up" or "bust-up" fee or any similar compensation or payment arrangement as a result of the transactions contemplated hereby.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Go2net Inc)

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Brokers; Payments. No Except as set forth on Schedule 3.23, no broker, investment banker, financial advisor or other person is entitled to any broker’s's, finder’s's, financial advisor’s 's or other similar fee or commission in connection with the transactions contemplated by this Agreement based upon arrangements made by or on behalf of the Company or the Sole StockholderEquityholders. The Company has suspended or terminated, and has the legal right to terminate or suspend, all negotiations and discussions of Acquisition Transactions (as defined in Section 6.3) with parties other than Parent. No valid claim exists against the Company or, based on any action by the Company, against the Surviving Corporation or the Parent for payment of any "topping,” “break-up” " "breakup" or "bust-up" fee or any similar compensation or payment arrangement as a result of the transactions contemplated hereby.

Appears in 1 contract

Samples: Execution Copy Agreement and Plan of Merger (Go2net Inc)

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