Financial Advisors. As promptly as reasonably practicable following the execution and delivery of this Agreement, the Board shall engage each of Petrie Partners, LLC and Goldman Sachs & Co. LLC (the “Advisors”) on customary and reasonable terms to assist the Company in a review of the Company’s business plan, competitive positioning, and potential strategic alternatives, including potential merger, sale or business combination alternatives. Pursuant to these engagements, the Advisors will provide financial advisory services, including assisting the Company in: # analyzing and evaluating the business, operations and financial position of the Company; # assisting in assessing the availability of and attractiveness of various potential strategic alternatives; and # should the Board determine to pursue any particular alternative, providing advice and assistance to the Company in connection therewith. Promptly following (but no later than ten (10) Business days from the date hereof), the Board shall hold a meeting (which may be telephonic) to discuss and confirm the parameters of the Advisors’ engagement, and the Advisors shall provide the Board with updates on the status and progress of their work periodically thereafter. The Advisors shall be instructed to endeavor to complete their work not later than six (6) weeks from commencement, and the Board shall meet to receive a presentation of the Advisors’ work and to discuss and deliberate thereon not later than the Board’s regularly scheduled August Board meeting.

Financial Advisors. No Person has acted, directly or indirectly, as a broker, finder or financial advisor for any Seller in connection with the transactions contemplated by this Agreement and no Person is entitled to any fee or commission or like payment from the Purchaser in respect thereof.

Financial Advisors. No Person has acted, directly or indirectly, as a broker, finder or financial advisor for the Purchaser in connection with the transactions contemplated by this Agreement. No Person is entitled to any fee or commission or like payment from the Sellers or from Purchaser in respect thereof.

Advisors. Each party may appoint any counsel, consultants and advisors as it feels appropriate to assist the expert in his determination and so as to present their respective cases so that at all times the parties will co-operate and seek to narrow and limit the issues to be determined.

Advisors. Each party may appoint any counsel, consultants and advisors as it feels appropriate to assist the expert in his determination and so as to present their respective cases so that at all times the parties will co-operate and seek to narrow and limit the issues to be determined.

Advisors. Each party may appoint any counsel, consultants and advisors as it feels appropriate to assist the expert in his determination and so as to present their respective cases so that at all times the parties will co-operate and seek to narrow and limit the issues to be determined.

Advisors. Each Party may appoint any counsel, consultants and advisors as it feels appropriate to assist the expert in his determination and so as to present their respective cases so that at all times the Parties will co-operate and seek to narrow and limit the issues to be determined.

Advisors. Each party may appoint any counsel, consultants and advisors as it feels appropriate to assist the expert in his determination and so as to present their respective cases so that at all times the parties will co-operate and seek to narrow and limit the issues to be determined.

Brokers and Financial Advisors. Each Borrower and Lender hereby represents that the representing party has dealt with no financial advisors, brokers, underwriters, placement agents, agents or finders in connection with the Loan, other than KeyBank (“Broker”). Borrowers shall pay the fees and commissions due to Broker pursuant to a separate written agreement. Each Borrower and Lender hereby agrees to indemnify and hold the other harmless from and against any and all claims, liabilities, costs and expenses of any kind in any way relating to or arising from a claim by any Person that such Person acted on behalf of the indemnifying party in connection with the transactions contemplated herein. The provisions of this Section 10.19 shall survive the expiration and termination of this Agreement and the repayment of the Secured Obligations.

. Borrowers have not dealt with any financial advisors, brokers, underwriters, placement agents or finders in connection with the Loan, other than KeyBank Real Estate Capital. Borrowers on the date hereof shall pay all fees and commissions due to such broker pursuant to a separate written agreement.