Cooperation with Financial Advisor Sample Clauses

Cooperation with Financial Advisor. Endosonics agrees that it shall use its reasonable best efforts to cause Target to cooperate with the Independent Committee's financial advisor regarding efforts by the financial advisor to communicate directly with Target stockholders with respect to the Distribution and the business of CVD, as well as with respect to whether such Target stockholders intend to maintain an investment in CVD following the Effective Time and/or alternatives available to such Target stockholders with regard to disposing of their CVD Shares following the Effective Time, including participation in a block trade and/or conducting sales through a
Sample 1
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Cooperation with Financial Advisor. From and after the date on which the Administrative Agent notifies TGI, as agent for the Borrowers, that it has (directly or through its counsel) engaged a financial advisor or other consultant (a “Financial Advisor”) and through the Covenant Restriction Period, the Borrowers shall, and shall cause their Subsidiaries to, (a) provide immediate and complete access to the Financial Advisor of such of the properties, books and financial records of the Borrowers or any Subsidiary requested by the Financial Advisor, and discuss the affairs, finances and accounts of the Borrowers or any Subsidiary as the Financial Advisor or the Administrative Agent may request from time to time, (b) cooperate with the inquiries and diligence efforts of the Financial Advisor, and (c) provide any other information reasonably requested by the Financial Advisor.
Sample 1
Cooperation with Financial Advisor. A new Section 8.16 is hereby added to the Credit Agreement and shall read in full as follows:
Sample 1
Cooperation with Financial Advisor. The Credit Parties shall, at the sole expense of the Credit Parties, fully cooperate, and shall cause Evercore Partners and any other financial advisor of the Credit Parties, to fully cooperate, with any financial consulting firm in performing its work as financial advisor to Administrative Agent and its counsel, which shall include, without limitation, an analysis of the Credit Parties’ operations and restructuring alternatives; provided, that, so long as no Event of Default exists, Administrative Agent agrees that it and its counsel shall not engage a financial advisor in connection with the Loan Papers prior to August 16, 2010 and shall not engage a financial advisor in connection with the Loan Papers if the initial closing of the Wapiti Sale is consummated on or prior to August 16, 2010 in compliance with the terms of Section 9.5(c). Subject to the terms and provisions of Section 14.17, the Credit Parties shall provide any financial advisor to Administrative Agent and its counsel, and shall cause Evercore Partners and any other financial advisor of the Credit Parties to provide any financial advisor to Administrative Agent and its counsel, with any and all information or updates requested by such financial advisor concerning the Credit Parties’ activities, operations and financial condition.
Sample 1

Related to Cooperation with 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.

  • 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.

  • 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.

  • Cooperation with Accountants PFPC shall cooperate with the Fund's independent public accountants and shall take all reasonable actions in the performance of its obligations under this Agreement to ensure that the necessary information is made available to such accountants for the expression of their opinion, as required by the Fund.

  • Liaison with Accountants PFPC shall act as liaison with the Fund's independent public accountants and shall provide account analyses, fiscal year summaries, and other audit-related schedules with respect to each Portfolio. PFPC shall take all reasonable action in the performance of its duties under this Agreement to assure that the necessary information is made available to such accountants for the expression of their opinion, as required by the Fund.

  • Investment Sub-Advisory Services Sub-Adviser shall serve as investment sub-adviser and shall supervise and direct the investments of each series of Penn Series listed on Exhibit A attached hereto (each, a “Fund”), as such Exhibit may be amended by mutual agreement of the parties hereto, and to exercise all rights incidental to ownership in accordance with the investment objectives, program and restrictions applicable to the Fund as provided in Penn Series’ Prospectus and Statement of Additional Information (“SAI”), as amended from time to time, and such other limitations as may be imposed by law or as Penn Series or Adviser may impose with notice in writing to Sub-Adviser. To enable Sub-Adviser to fully exercise its discretion, Adviser hereby appoints Sub-Adviser as agent and attorney-in-fact for the Fund with full power and authority to buy, sell and otherwise deal in securities and contracts for the Fund. No investment will be made by Sub-Adviser for the Fund if the investment would violate the investment objectives, investment restrictions or limitations of the Fund set out in the Prospectus and the SAI delivered to the Sub-Adviser and as may be amended and delivered to Sub-Adviser in the future. Sub-Adviser shall not take custody of any assets of Penn Series, but shall issue settlement instructions to the custodian designated by Penn Series (the “Custodian”). Sub-Adviser shall, in its discretion, obtain and evaluate such information relating to the economy, industries, businesses, securities markets and securities as it may deem necessary or useful in the discharge of its obligations hereunder and shall formulate and implement a continuing program for the management of the assets and resources of the Fund in a manner consistent with the investment objectives of the Fund. In furtherance of this duty, Sub-Adviser, as agent and attorney-in-fact with respect to Adviser and Penn Series, is authorized, in its discretion and without prior consultation with Adviser or Penn Series, to: (a) buy, sell, exchange, convert, lend, and otherwise trade in any stocks, bonds, and other securities or assets; (b) place orders and negotiate the commissions (if any) for the execution of transactions in securities with or through such brokers, dealers, underwriters or issuers as Sub-Adviser may select, in conformance with the provisions of Paragraph 4 herein; and (c) take such other actions Sub-Adviser deems to be appropriate; provided, however, that Sub-Adviser shall make no investment for the Fund that would violate the objectives, investment program, or restrictions or limitations of the Fund.

  • Opinion of Financial Advisors SECTION 3.20

  • Communication with Accountants Each Credit Party executing this Agreement authorizes (a) Agent and (b) so long as an Event of Default has occurred and is continuing, each Lender, to communicate directly with its independent certified public accountants, including Xxxxxxx Xxxx Xxxxxxx of Texas, PC, and authorizes and shall instruct those accountants and advisors to communicate to Agent and each Lender information relating to any Credit Party with respect to the business, results of operations and financial condition of any Credit Party.

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