Financial Advisors and Brokers. No Person has acted directly or indirectly as a broker, finder or financial advisor of the Investor in connection with the Transaction Documents or the transactions contemplated thereby, and no Person acting for or on behalf of the Investor is entitled to receive any broker’s, finder’s or similar fee or commission in respect thereof based in any way on any agreement, arrangement or understanding made by or on behalf of the Investor.
Financial Advisors and Brokers. Except for Seabury Securities LLC and/or its Affiliates (“Seabury”), or as otherwise set forth on Schedule 3.03(a) hereto, no Person has acted, directly or indirectly, as a broker, finder or financial advisor of any of the Companies in connection with the Transaction Documents or the transactions contemplated thereby, and except for Seabury and any Person listed on Schedule 3.03(a), no Person acting for or on behalf of any of the Companies is entitled to receive any broker’s, finder’s or similar fee or commission in respect thereof based in any way on any agreement, arrangement or understanding made by or on behalf of any of the Companies; provided that “financial advisors” shall not include any tax, accounting or other similar providers of financial services to the Companies listed on Schedule 3.03(b). True and correct copies of the Company’s agreement with Seabury and all agreements between any of the Companies, on the one hand, and each Person listed on Schedule 3.03(a) (or any of their respective Affiliates), on the other, have been delivered to the Investor.
Financial Advisors and Brokers. Except for Seabury Aviation Advisors LLC and/or its Affiliates ("Seabury"), no Person has acted, directly or indirectly, as a broker, finder or financial advisor of the Company or any of the Operating Companies in connection with the Transaction Documents or the transactions contemplated thereby, and except for fees payable to Seabury by the Company, no Person acting for or on behalf of the Company or any of the Operating Companies is entitled to receive any broker's, finder's or similar fee or commission in respect thereof based in any way on any agreement, arrangement or understanding made by or on behalf of the Company or any of the Operating Companies.
Financial Advisors and Brokers. (i) Except as disclosed in Schedule 3.1(gg) of the Company Disclosure Letter, the Company has not:
(A) incurred any obligation or liability, contingent or otherwise in respect of; or
(B) retained or agreed to pay or reimburse any broker, finder, financial adviser, investment banker for, any brokerage, finder’s, advisory or other fee or commission or for the reimbursement of expenses, in connection with this Agreement, the transactions contemplated hereby or any alternative transaction in relation to the Company.
(ii) Schedule 3.1(gg) of the Company Disclosure Letter sets out the dollar amount payable or the manner in which such amount is to be calculated under such agreements if the Arrangement is completed.
Financial Advisors and Brokers. Except for Xxxxxxxxx & Co., LLC and/or its Affiliates ("Greenhill") and TPG Partners, L.P. and/or its Affiliates ("TPG"), no Person has acted, directly or indirectly, as a broker, finder or financial advisor of West in connection with the Transaction Documents or the transactions contemplated thereby, and except for fees payable to Greenhill and TPG by West, no Person acting for or on behalf of West is entitled to receive any broker's, finder's or similar fee or commission in respect thereof based in any way on any agreement, arrangement or understanding made by or on behalf of West.
Financial Advisors and Brokers. Except for Merrxxx Xxxch, Pierce, Fennxx & Xmitx, Xxcorporated, no Person has acted, directly or indirectly, as a broker, finder or financial advisor of the Investor in connection with the Transaction Agreements or the transactions contemplated thereby, and no Person is entitled to receive any broker's, finder's or similar fee or commission in respect thereof based in any way on any agreement, arrangement or understanding made by or on behalf of the Investor or any of their respective members, managers, officers or employees.
Financial Advisors and Brokers. Each of the Parties shall indemnify and hold the other Parties harmless against any and all claims, losses, liabilities or expenses which may be asserted against any other Party as a result of such first mentioned Party’s dealings, arrangements or agreements with any investment banker, financial advisor, brother or finder, in connection with the transaction contemplated by this Agreement.
Financial Advisors and Brokers. Except for Goldxxx, Xxchx & Xo., and as otherwise contemplated by the Transaction Agreements, no Person has acted, directly or indirectly, as a broker, finder or financial advisor of the Company in connection with the Transaction Agreements or the transactions contemplated thereby, and no Person is entitled to receive any broker's, finder's or similar fee or commission in respect thereof based in any way on any agreement, arrangement or understanding made by or on behalf of the Classic Companies or any of their respective directors, officers or employees. The Company has delivered to the Investor complete and correct copies of all agreements between the Company and Goldxxx, Xxchs & Co. (or any of its Affiliates).
Financial Advisors and Brokers. Except as set forth on Schedule 3.03(a) hereto, no Person has acted, directly or indirectly, as a broker, finder or financial advisor of the Company in connection with the Transaction Documents or the transactions contemplated thereby, and except for any Person listed on Schedule 3.03(a), no Person acting for or on behalf of the Company is entitled to receive any broker’s, finder’s or similar fee or commission in respect thereof based in any way on any agreement, arrangement or understanding made by or on behalf of the Company; provided that “financial advisors” shall not include any tax, accounting or other similar providers of financial services to the Company listed on Schedule 3.03(b). All agreements between the Company, on the one hand, and each Person listed on Schedule 3.03(a) (or any of their respective Affiliates), on the other, have been delivered to the Investor.
Financial Advisors and Brokers. (a) No Person has acted, directly or indirectly, as a broker, finder or financial advisor of the Company in connection with this Agreement or the Registration Rights Agreement or the transactions contemplated hereby or thereby, and no Person is entitled to receive any broker's, finder's or similar fee or commission in respect thereof based in any way on any agreement, arrangement or understanding made by or on behalf of the Company, any of its Subsidiaries or any of their respective directors, officers or employees.
(b) The Board of Directors has received an opinion from Credit Suisse First Boston Corporation to the effect that the consideration to be received by the Company for the Shares pursuant to the terms hereof is fair, from a financial point of view, to the Company.
