Common use of Opinions of Financial Advisors Clause in Contracts

Opinions of Financial Advisors. RSI has re- ceived the opinions of Xxxxxxx Xxxxx and Xxxxxxxxxxx, each dated the date of this Agreement, to the effect that, as of such date, the Exchange Ratio for the conversion of RSI Common Stock into JPFI Common Stock is fair from a financial point of view to holders of shares of RSI Common Stock (other than JPFI and its affiliates), signed copies of which opinions have been delivered to JPFI, it being understood and agreed by JPFI that such opinions are for the benefit of the Board of Directors of RSI and may not be relied upon by JPFI, its affiliates or any of their respective stockholders.

Appears in 2 contracts

Samples: Merger Agreement (Jp Foodservice Inc), Merger Agreement (Jp Foodservice Inc)

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Opinions of Financial Advisors. RSI has re- ceived received the opinions of Xxxxxxx Xxxxx Merrill Lynch and XxxxxxxxxxxWasserstein, each dated the date of this AgreementAgreexxxx, to the xxx effect thatxxxx, as xx of such date, the Exchange Ratio for the conversion of RSI Common Stock into JPFI Common Stock is fair from a financial point of view to holders of shares of RSI Common Stock (other than JPFI and its affiliates), signed copies of which opinions have been delivered to JPFI, it being understood and agreed by JPFI that such opinions are for the benefit of the Board of Directors of RSI and may not be relied upon by JPFI, its affiliates or any of their respective stockholders.

Appears in 1 contract

Samples: Merger Agreement (Merrill Lynch & Co Inc)

Opinions of Financial Advisors. RSI has re- ceived received the opinions of Xxxxxxx Xxxxx and Xxxxxxxxxxx, each dated the date of this Agreement, to the effect that, as of such date, the Exchange Ratio for the conversion of RSI Common Stock into JPFI Common Stock is fair from a financial point of view to holders of shares of RSI Common Stock (other than JPFI and its affiliates), signed copies of which opinions have been delivered to JPFI, it being understood and agreed by JPFI that such opinions are for the benefit of the Board of Directors of RSI and may not be relied upon by JPFI, its affiliates or any of their respective stockholders.

Appears in 1 contract

Samples: Merger Agreement (Rykoff Sexton Inc)

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Opinions of Financial Advisors. RSI has re- ceived received the opinions of ------------------------------ Xxxxxxx Xxxxx and Xxxxxxxxxxx, each dated the date of this Agreement, to the effect that, as of such date, the Exchange Ratio for the conversion of RSI Common Stock into JPFI Common Stock is fair from a financial point of view to holders of shares of RSI Common Stock (other than JPFI and its affiliates), signed copies of which opinions have been delivered to JPFI, it being understood and agreed by JPFI that such opinions are for the benefit of the Board of Directors of RSI and may not be relied upon by JPFI, its affiliates or any of their respective stockholders.

Appears in 1 contract

Samples: Merger Agreement (Rykoff Sexton Inc)

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