Independent Financial Expert means a U.S. investment banking firm of national standing in the United States, (i) which does not, and whose directors, officers and employees or affiliates do not have a direct or indirect material financial interest for its proprietary account in the Company or any of its affiliates and (ii) which, in the judgment of the board of directors of the Company, is otherwise independent with respect to the Company and its affiliates and qualified to perform the task for which it is to be engaged.
Independent Financial Expert means a Financial Expert that does not, and whose directors, executive officers and 5% stockholders do not, have a direct or indirect financial interest in the Company or any of its subsidiaries or Affiliates, which has not been for at least five years and, at the time it is called upon to give independent financial advice to the Company, is not (and none of its directors, executive officers or 5% stockholders is) a promoter, director, or officer of the Company or any of its subsidiaries or Affiliates. The Independent Financial Expert may be compensated and indemnified by the Company for opinions or services it provides as an Independent Financial Expert.
Examples of Independent Financial Expert in a sentence
The Warrant Agent shall have no duty with respect to the Value Report of any Independent Financial Expert, except to keep it on file and available for inspection by the Holders.
The “Cash Redemption Value” for any Warrant will equal the fair value of the Warrant as of the date of such Change of Control Event as determined by an Independent Financial Expert, by employing a valuation based on a computation of the option value of each Warrant using the calculation methods and making the assumptions set forth in Exhibit C.
An Independent Financial Expert may be compensated by the Company for opinions or services it provides as an Independent Financial Expert.
The Independent Financial Expert shall consult with management of the Company in order to allow management to comment on the proposed Relevant Value prior to delivery to the Company of any Value Report of the Independent Financial Expert.
After the Independent Financial Expert has made its determination, the Company shall cause the Independent Financial Expert to prepare a report (a "Value Report") stating the methods of valuation considered or used and the value of the Common Stock or other security it values and containing a statement as to the nature and scope of the examination made.
More Definitions of Independent Financial Expert
Independent Financial Expert means a nationally recognized investment banking firm mutually agreed by the Company and the Holder, which firm does not have a material financial interest or other material economic relationship with either the Company or any of its Subsidiaries, on the one hand, or the Holder or its Affiliates or any BSL Affiliate, on the other hand.
Independent Financial Expert means a nationally recognized accounting, investment banking or consultant firm, which firm does not have a material financial interest or other material economic relationship with either the Company or any of its Affiliates or the Holder or any of its Affiliates that is, in the good faith judgment of the Board, qualified to perform the task for which it has been engaged.
Independent Financial Expert means any nationally-recognized accounting or investment banking firm regularly engaged in the business of evaluating assets of medical practices and associated businesses which (i) does not (and whose directors, officers, employees, Affiliates or stockholders do not) have a material direct or indirect financial interest in Administrator, Parent or any of their Affiliates or in the Group or any of its Affiliates, (ii) has not been, and at the time it is called upon to give independent financial advice to the parties hereto is not (and none of whose directors, officers, employees, Affiliates or stockholders is) a promoter, director or officer of Administrator, Parent or any of their Affiliates or of the Group or any of its Affiliates, and (iii) has not been retained to render advice, service or an opinion to Administrator, Parent or the Group or any of their Affiliates within the past five-year period except as an Independent Financial Expert for purposes of this Agreement. Notwithstanding the preceding, prior retention of any accounting or investment banking firm by Administrator, Parent or the Group or any of their Affiliates shall not disqualify such firm from serving as an Independent Financial Expert pursuant to this Agreement; provided, that (i) such firm was retained solely to evaluate the fair market value of assets of other medical practices and (ii) the individuals providing services to Independent Financial Expert are not the same as those previously rendering services and such firm establishes appropriate procedures to prevent disclosure of any confidential information. Any individual performing services on behalf of an Independent Financial Expert shall have at least five (5) years of experience in evaluating the fair market value of assets of medical practices and associated businesses.
Independent Financial Expert means a nationally recognized financial advisory firm approved by a majority of the Disinterested Directors.
Independent Financial Expert means an independent, nationally recognized investment banking, accounting or valuation firm appointed in accordance with Section 5.6(a).
Independent Financial Expert means an Independent nationally recognized investment banking firm with assets in excess of $1.0 billion selected by a majority of the members of the Board of Directors (and by a majority of the Independent members of the board, if any) of the Company.
Independent Financial Expert means any nationally recognized and independent investment banking, accounting or valuation firm engaged by the Company that the Board reasonably determines in good faith does not have a material business or financial relationship with the Company or any of its Affiliates (other than by virtue of advice provided in its capacity as such under this Agreement). For the avoidance of doubt, (i) the Company shall bear all of the fees, costs and expenses of the Independent Financial Expert and (ii) the fact that an officer or director of the Company who is an Affiliate of the Company sits on the board of directors or other governing body of another company that has a material business or financial relationship with an investment banking, accounting or valuation firm shall not on its own mean that such firm has a material business or financial relationship with such Affiliate.