Opinion of Financial Advisor to Special Committee Sample Clauses

Opinion of Financial Advisor to Special Committee. The Special Committee shall have received the opinion, in form and substance satisfactory to the Special Committee, of TPH, the financial advisor to the Special Committee, that the transactions contemplated by this Agreement are fair to the Partnership from a financial point of view, and such opinion shall not have been withdrawn.
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Opinion of Financial Advisor to Special Committee. The Special Committee shall have received the opinion, in form and substance satisfactory to the Special Committee, of TPH, the financial advisor to the Special Committee, that the transactions contemplated by this Agreement are fair to the Partnership from a financial point of view, and such opinion shall not have been withdrawn. (d) Omnibus Agreement G&A. Pursuant to the Omnibus Agreement dated as of May 14, 2009 among the Partnership, the General Partner and Anadarko (the “Omnibus Agreement”), the Partnership and Anadarko shall have mutually agreed on a revised G&A Expenses Limit, as defined in the Omnibus Agreement, to provide any appropriate increase in order to account for adjustments in the nature and extent of the general and administrative services to be provided under the Omnibus Agreement related to the increase in services required by the ownership and operation of the System Assets and the Western Gas Wyoming Interest. (e) Partnership Agreement Amendment. WGR Holdings, the General Partner and the Partnership shall have mutually agreed on an amendment to the Partnership Agreement that would permit the Partnership to make a special cash distribution in the amount of the Cash Consideration to WGR Holdings (without a corresponding distribution to the General Partner or the limited partners of the Partnership)(the “Partnership Agreement Amendment”), which distribution will be made by the wire transfer contemplated in Section 3.3(a). Section 7.2
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Opinion of Financial Advisor to Special Committee. The Special Committee of the Board of Directors of NSAP has received an opinion from its financial advisor, Donaldson, Lufkxx & Xxxxetxx, xxted xxx xxxe of this Agreement, to the effect that, as of such date, the consideration to be paid by NSAP for the Nu Skin Shares is fair to NSAP from a financial point of view.
Sample 1

Related to Opinion of Financial Advisor to Special Committee

  • Opinion of Financial Advisors SECTION 3.20

  • Opinion of Financial Advisor 23 3.19. Brokers.............................................................. 23

  • Opinion of Financial Adviser Xxxxxxxxx & Xxxxx LLC ---------------------------- (the "Company Financial Adviser") has delivered to the Company Board its written opinion dated the date of this Agreement to the effect that as of such date the Merger Consideration is fair, from a financial point of view, to the holders of Shares.

  • Opinion of Special Counsel The Administrative Agent shall have received a favorable written legal opinion (addressed to the Administrative Agent and the Lenders and dated the Effective Date) of Special Counsel, substantially in the form of Exhibit C (and the Administrative Agent requests Special Counsel to deliver such opinion).

  • Opinion and 10b-5 Statement of Counsel for the Company Xxxxxx & Xxxxxxx LLP, counsel for the Company, shall have furnished to the Representatives, at the request of the Company, their written opinion and 10b-5 statement, dated the Closing Date or the Additional Closing Date, as the case may be, and addressed to the Underwriters, in form and substance reasonably satisfactory to the Representatives.

  • OPINION OF FUND'S INDEPENDENT ACCOUNTANT The Custodian shall take all reasonable action, as a Fund with respect to a Portfolio may from time to time request, to obtain from year to year favorable opinions from the Fund’s independent accountants with respect to its activities hereunder in connection with the preparation of the Fund’s Form N-1A or Form N-2, as applicable, and Form N-SAR or other annual reports to the SEC and with respect to any other requirements thereof.

  • Opinions of Financial Advisors The Fund has received the opinion of Wachovia Capital Markets, LLC (“Wachovia”) financial advisor to the Fund, to the effect that, as of the date hereof, the Merger Consideration is fair from a financial point of view to the Partners. The Fund shall promptly deliver a copy of the written opinion of Wachovia to the Company. It is agreed and understood that such opinion is for the sole benefit of the Fund and may not be relied upon by the Company or Acquisition LLC (except by operation of law following the Effective Time) or any other person.

  • Opinion of Company Counsel On each Closing Date, there shall have been furnished to you, as Representative of the several Underwriters, the opinions of (i) Xxxx Xxxxxxxx LLP, counsel for the Company, and Xxxxxx Xxxxxxx Xxxxx & Bear, LLP, intellectual property counsel for the Company, dated such Closing Date and addressed to you, in form and substance satisfactory to you.

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