Investment Banking Services. Except as described in the Registration Statement, the Statutory Prospectus and the Prospectus, during the period beginning 180 days prior to the initial confidential submission of the Registration Statement and ending on the Effective Date, no Member and/or any person associated or affiliated with a Member has provided any investment banking, financial advisory and/or consulting services to the Company.
Investment Banking Services. Notwithstanding anything to the contrary herein or any actions or omissions by representatives of Xxxxxxx, Sachs & Co. LLC or any of its affiliates in whatever capacity, it is understood that neither Xxxxxxx, Xxxxx & Co. LLC nor any of its affiliates is acting as a financial advisor, agent or underwriter to any Party or any of their respective Affiliates or otherwise on behalf of any such Party or any of its Affiliates unless retained to provide such services pursuant to a separate written agreement.
Investment Banking Services. Except as described in the Registration Statement, the Statutory Prospectus and the Prospectus, during the period beginning 180 days prior to the initial confidential submission of the Registration Statement and ending on the Effective Date, no Member and/or any person associated or affiliated with a Member has provided any investment banking, financial advisory and/or consulting services to the Company. (aaa) FINRA Membership of Affiliates. No officer, director, director nominee or beneficial owner of any class of the Company’s securities (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a Member or a person associated or affiliated with a Member.
Investment Banking Services. Notwithstanding anything to the contrary herein or in the other Transaction Documents or any actions or omissions by representatives of Xxxxxxx, Sachs & Co. LLC or any of its Affiliates in whatever capacity, including as an observer to the Board, it is understood that neither Xxxxxxx, Xxxxx & Co. LLC nor any of its Affiliates is acting as a financial advisor, agent or underwriter to the Company or any of its Affiliates or otherwise on behalf of the Company or any of its Affiliates unless retained to provide such services pursuant to a separate written agreement.
Investment Banking Services. During the period beginning 180 days prior to the initial confidential submission of the Registration Statement and ending on the Effective Date, no Member and/or any person associated or affiliated with a Member has provided any investment banking, financial advisory and/or consulting services to the Company. (ddd) FINRA Membership of Affiliates. No officer, director, director nominee or beneficial owner of any class of the Company’s securities (whether debt or equity, registered or unregistered, regardless of the time acquired or the source from which derived) (any such individual or entity, a “Company Affiliate”) is a Member or a person associated or affiliated with a Member.
Investment Banking Services. Except as described in the Registration Statement, the Statutory Prospectus and the Prospectus, during the period beginning 180 days prior to the initial filing of the Registration Statement and ending on the Effective Date, no Member and/or any person associated or affiliated with a Member has provided any investment banking, financial advisory and/or consulting services to the Company. No Participating Member (as defined in FINRA Rule 5110(j)(15)) in the Offering has received any underwriting compensation in connection with a public offering that has not been completed according to the terms of an agreement entered into by the Company and a Participating Member in the Offering.
Investment Banking Services. Notwithstanding anything to the contrary herein or any actions or omissions by representatives of any Sponsor or their respective Affiliates in whatever capacity, including as a member of the Board, it is understood that neither of the Sponsors nor any of their respective Affiliates is acting as a financial advisor, agent or underwriter to the Company or any of its Affiliates or otherwise on behalf of the Company or any of its Affiliates unless retained to provide such services pursuant to a separate written agreement.
Investment Banking Services. Unless and until the Goldman --------------------------- Stockholders dispose of more than 50% of the Common Stock beneficially owned by them on the date hereof (such percentage to be measured after taking into account any stock split, reclassification, combination, stock dividend or similar transaction), Goldman or any of its Affiliates shall have the right to perform all investment banking services (excluding any underwriting of securities, commercial banking services, any determination of fair market value pursuant to any employment, consulting or severance agreement and services relating to any asset securitization or other debt issuances) for the Company for which an investment banking firm is retained (including, without limitation, with respect to the sale of the Company), in each case, upon commercially reasonable terms that are mutually satisfactory to Goldman and the Company; provided, however, that the Company shall have the right, in its discretion, to engage one or more other firms to serve as additional providers of investment banking services performed by Goldman or any of its Affiliates for the Company, so long as Goldman or an Affiliate is designated as the lead provider of such services to the Company and such other engagement does not affect the compensation that Goldman or its Affiliate will receive for providing such services. If the Company and Goldman, after good faith discussions, cannot agree on the terms of any such engagement, the Company may hire such other investment banking firms as it desires.
Investment Banking Services. For a period of three (3) years commencing from the Closing (unless a Sale occurs, in which event the rights of GSAM under this Section 6.04 shall terminate upon the consummation of such Sale), if any GSRP Entity seeks any financial advisory or investment banking services and (a) such GSRP Entity determines that an Affiliate of GSAM is an appropriate and qualified provider of such services and (b) GSAM (or any of its Affiliates) offers such services at a rate and on terms that the GSRP Board determines are appropriate for such GSRP Entity, then an Affiliate of GSAM shall have the right to be engaged to provide such services. For the avoidance of doubt, the GSRP Board may, in its sole discretion, take into account such factors as it deems relevant in connection with determining whether an Affiliate of GSAM is an appropriate and qualified provider of such services, including banking relationships, consents required, the nature of the engagement, relevant interests in the transaction and potential conflicts of interests. The Parties acknowledge that an Affiliate of GSAM is providing investment banking services to GSAM in connection with the transactions contemplated by this Agreement, for which such Affiliate will receive fees from GSAM.
Investment Banking Services. Section 1. Services Provided by FLSC
