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Financial Advisors
Financial Advisors contract clause examples

Financial Advisors. Except as set forth on Section 2.14(i) of the Disclosure Schedule, neither the Company nor any Company Subsidiary has incurred, nor will it incur, directly or indirectly, any liability for brokerage or finders’ fees or agents’ commissions, fees related to investment banking or similar advisory services or any similar charges in connection with this Agreement, the Company Related Agreements, the Merger or any of the other transactions contemplated by the foregoing, nor will Acquiror or the Company or any Company Subsidiary incur, directly or indirectly, any such liability based on arrangements made by or on behalf of the Company, any Company Subsidiary, or any Company Securityholder. Section 2.14(ii) of the Disclosure Schedule sets forth a true and complete description of all Transaction Expenses that may be incurred or otherwise become payable after the Effective Time (including as a result of the Total Earnout Consideration (if any) becoming payable in accordance with the terms of this Agreement), including a summary of the circumstances in which such Transaction Expenses may become incurred or otherwise payable (the “Listed Transaction Expenses”).

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. Except as set forth on Schedule 5.28, no Person has acted, directly or indirectly, as a broker, finder or financial advisor for Shareholder, Sellers or any Acquired Subsidiary in connection with the Transactions and no Person is or will be entitled to any fee or commission or like payment in respect thereof.

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: (a) analyzing and evaluating the business, operations and financial position of the Company; (b) assisting in assessing the availability of and attractiveness of various potential strategic alternatives; and (c) 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” is defined in Section 8.2.

Financial Advisors. No Person has acted, directly or indirectly, as a broker, finder or financial advisor for such Purchaser in connection with the Transactions and no Person is entitled to any fee or commission or like payment in respect thereof.

Financial Advisors” is defined in Section 8.2.

Financial Advisors” means TD Securities Inc. and Sprott Capital Partners LP, financial advisors to Target;

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.

Financial Advisors” is defined in Section 8.2.

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