Valuation and Fairness Opinions Sample Clauses

Valuation and Fairness Opinions. The Special Committee has received the Valuation and Fairness Opinions, each in oral form, and the Company Board has received the Eight Capital Fairness Opinion in oral form, which Valuation and Fairness Opinions have not been modified, amended, qualified or withdrawn. A true and complete copy of the written Valuation and Fairness Opinions will be provided by the Company to Canopy Growth promptly following delivery of the same to the Special Committee. The Company has been authorized by (i) Eight Capital to permit inclusion of the Eight Capital Fairness Opinion, and (ii) Echelon to permit inclusion of the Valuation and the Echelon Fairness Opinion, and in each case references thereto and summaries thereof in the Circular.
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Valuation and Fairness Opinions. The Lenders shall have received copies of: (i) the valuation/fairness opinion to be given by Duff & Phelps to GreatBanc Trust Company, as trustee of the ESOP, in acxxxxxxce with the provisions of the Repurchase Documents; and (ii) the fairness opinion to be given by Houlihan Lokey Howard & Zukin to Borrower in accordance with the xxxxxxxoxx xx xxx Xxpurxxxxx Documents.
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Valuation and Fairness Opinions. The Special Committee and the Company Board have received the Valuation and Fairness Opinions, which valuation and opinions have not been modified, amended, qualified or withdrawn. A true and complete digital copy of such valuation and opinions shall be provided by the Company to the Purchaser promptly following delivery by Xxxxxx Xxxxxxx & Co. LLC or Scotia Capital Inc.
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Valuation and Fairness Opinions. The Company Board has received each of the Valuation and Fairness Opinions in oral form, which opinions have not been modified, amended, qualified or withdrawn. A true and complete copy of: (x) the final Valuation will be provided by the Company to the Purchaser promptly following delivery by Maxit Capital LP; and (y) the final Fairness Opinions will be provided by the Company to the Purchaser promptly following delivery by Paradigm Capital Inc. and Maxit Capital LP.
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Related to Valuation and Fairness Opinions

  • Fairness Opinions (a) Unless waived by PSINet, there shall have been delivered to PSINet an opinion of independent investment bankers selected by PSINet, in form and substance satisfactory to PSINet, (i) as to the fairness to PSINet and its stockholders from a financial point of view of the issuance of the IXC Shares and the consummation of the transactions contemplated by, and in connection with, this Agreement and (ii) as to the value of the IRUs being granted by IXC to PSINet and the securities being issued or issuable by PSINet to IXC pursuant to this Agreement.

  • Fairness Opinion The Company's board of directors has received the opinion of XX Xxxxxx H&Q, financial advisor to the Company, as of the date of this Agreement, to the effect that the consideration to be received by the stockholders of the Company in the Merger is fair to the stockholders of the Company from a financial point of view. The Company will furnish an accurate and complete copy of said opinion to Parent.

  • Audit Reports; Management Letters; Recommendations Promptly after any request by the Administrative Agent or any Lender, copies of any detailed audit reports, management letters or recommendations submitted to the board of directors (or the audit committee of the board of directors) of any Loan Party by independent accountants in connection with the accounts or books of any Loan Party or any of its Subsidiaries, or any audit of any of them.

  • 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.

  • 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.

  • 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.

  • 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.

  • Title Opinions The Agents shall have received the opinions to be delivered pursuant to Section 3(s) on or before the date on which such delivery of such opinions is required pursuant to Section 3(s).

  • Filing, Recording and Opinions (a) The Issuer will comply with the provisions of TIA Sections 314(b), 314(c) and 314(d), in each case following qualification of this Indenture pursuant to the TIA and except to the extent not required as set forth in any SEC regulation or interpretation (including any no-action letter issued by the Staff of the SEC, whether issued to the Issuer or any other Person). Following such qualification, to the extent the Issuer is required to furnish to the Trustee an Opinion of Counsel pursuant to TIA Section 314(b)(2), the Issuer will furnish such opinion not more than 60 but not less than 30 days prior to each September 30. Any release of Collateral permitted by Section 11.04 hereof will be deemed not to impair the Liens under this Indenture and the Security Documents in contravention thereof and any person that is required to deliver an Officers’ Certificate or Opinion of Counsel pursuant to Section 314(d) of the TIA, shall be entitled to rely upon the foregoing as a basis for delivery of such certificate or opinion. The Trustee may, to the extent permitted by Section 7.01 and 7.02 hereof, accept as conclusive evidence of compliance with the foregoing provisions the appropriate statements contained in such documents and Opinion of Counsel.

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