Common use of Brokers’ Fees Clause in Contracts

Brokers’ Fees. Other than as set forth on Schedule 5.07, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 10 contracts

Samples: Business Combination Agreement (Digital Transformation Opportunities Corp.), Business Combination Agreement (Digital Transformation Opportunities Corp.), Business Combination Agreement (Digital Transformation Opportunities Corp.)

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Brokers’ Fees. Other than Except as set forth on Schedule 5.075.5, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Partnership or any of its Affiliates, including the SponsorSubsidiaries.

Appears in 10 contracts

Samples: Contribution Agreement (PBF Logistics LP), Contribution Agreement (PBF Logistics LP), Contribution Agreement

Brokers’ Fees. Other than as set forth on Schedule 5.074.23, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or on behalf of any of its Affiliates, including the SponsorCompany Group Member.

Appears in 9 contracts

Samples: Business Combination Agreement (Digital Transformation Opportunities Corp.), Business Combination Agreement (Digital Transformation Opportunities Corp.), Business Combination Agreement (Digital Transformation Opportunities Corp.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.074.7 attached hereto (which fees shall be the sole responsibility of Acquiror), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Pinafore Holdings B.V.), Stock Purchase Agreement (Gates Global Inc.), Stock Purchase Agreement (Pinafore Holdings B.V.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.075.7 (which fees shall be the sole responsibility of Acquiror), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 5 contracts

Samples: Stock Purchase Agreement (Mobile Mini Inc), Agreement and Plan of Merger (ASC Holdco, Inc.), Share Purchase Agreement (Sonoco Products Co)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (APX Group Holdings, Inc.), Agreement and Plan of Merger (Ventoux CCM Acquisition Corp.), Agreement and Plan of Merger (Mosaic Acquisition Corp.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.075.07 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 5 contracts

Samples: Agreement and Plan of Merger (Gordon Pointe Acquisition Corp.), Agreement and Plan of Merger (Seaport Global Acquisition II Corp.), Agreement and Plan of Merger (RMG Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or the Company for which the Company has any of its Affiliates, including the Sponsorobligation.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (TradeUP Acquisition Corp.), Business Combination Agreement (Holicity Inc.), Agreement and Plan of Merger (Flying Eagle Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth reflected on Schedule 5.075.5 hereto, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated hereby based upon arrangements made by Acquiror or any of its Affiliates, including the SponsorBuyer.

Appears in 4 contracts

Samples: Purchase and Sale Agreement (Targa Resources Partners LP), Purchase and Sale Agreement (Targa Resources Partners LP), Purchase and Sale Agreement (Targa Resources, Inc.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.076.10, no broker, finder, financial advisor, investment banker or other Person is directly or indirectly entitled to any brokerage feebrokerage, finders’ fee, underwriting fee, deferred underwriting finder’s or other fee or other similar fee, commission or other any similar payment charge in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any on behalf of its Affiliates, including the SponsorPurchaser.

Appears in 4 contracts

Samples: Purchase and Sale Agreement (Crescent Real Estate Equities Co), Purchase and Sale Agreement (Crescent Real Estate Equities Co), Purchase and Sale Agreement (Crescent Real Estate Equities Co)

Brokers’ Fees. Other than Except as set forth on Schedule 5.075.5, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Spectra MLP or any of its Affiliates, including the Sponsor.

Appears in 4 contracts

Samples: Contribution Agreement, Contribution Agreement (Spectra Energy Partners, LP), Contribution Agreement (Spectra Energy Partners, LP)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.074.7 (which fees shall be the sole responsibility of Acquiror), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Standard Aero Holdings Inc.), Agreement and Plan of Merger (Alliance Data Systems Corp), Agreement and Plan of Merger (Panolam Industries International Inc)

Brokers’ Fees. Other than Except as set forth on in Schedule 5.071.10, no broker, finderinvestment banker, financial advisor, investment banker advisor or other Person person is entitled to any brokerage feebroker’s, finders’ feefinder’s, underwriting fee, deferred underwriting fee financial advisor’s or other similar fee, fee or commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any on behalf of its Affiliates, including the SponsorIngenious.

Appears in 3 contracts

Samples: Share Exchange Agreement (CHINA BAICAOTANG MEDICINE LTD), Share Exchange Agreement (China BCT Pharmacy Group, Inc.), Share Exchange Agreement (China BCT Pharmacy Group, Inc.)

Brokers’ Fees. Other than Except as set forth disclosed to the Company on Schedule 5.07or prior to the date hereof, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or on behalf of ListCo or any of its Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Aptorum Group LTD), Agreement and Plan of Merger (Fuwei Films (Holdings), Co. Ltd.), Agreement and Plan of Merger (Baijiayun Group LTD)

Brokers’ Fees. Other than as set forth on Schedule 5.074.23, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of its their Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Tailwind Two Acquisition Corp.), Agreement and Plan of Merger (Conyers Park II Acquisition Corp.), Agreement and Plan of Merger and Reorganization (Power & Digital Infrastructure Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.12, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting finder's fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the SponsorCompany.

Appears in 3 contracts

Samples: Employment Agreement (Jacobs Jay Inc), Preferred Stock Purchase Agreement (Tc Group LLC), Convertible Preferred Stock Purchase Agreement (Sight Resource Corp)

Brokers’ Fees. Other than Except as set forth disclosed to ListCo on Schedule 5.07or prior to the date hereof, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or on behalf of the Company or any of its Affiliates, including the SponsorSubsidiaries.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (China Liberal Education Holdings LTD), Agreement and Plan of Merger (Fuwei Films (Holdings), Co. Ltd.), Agreement and Plan of Merger (Baijiayun Group LTD)

Brokers’ Fees. Other than as set forth on Schedule 5.074.21, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of its their respective Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Dune Acquisition Corp), Unit Purchase Agreement (Dune Acquisition Corp), Agreement and Plan of Merger (Aries I Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.076.10, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Parent, First Merger Sub or Second Merger Sub or any of its their respective Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Merida Merger Corp. I), Agreement and Plan of Merger (Gores Holdings VIII Inc.), Agreement and Plan of Merger (Gores Holdings VI, Inc.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Property Solutions Acquisition Corp.), Agreement and Plan of Merger (RMG Acquisition Corp.), Subscription Agreement (LGL Systems Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.075.17, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Gores Holdings VIII Inc.), Agreement and Plan of Merger (Gores Holdings VI, Inc.), Agreement and Plan of Merger (Gores Metropoulos II, Inc.)

Brokers’ Fees. Other than as set forth on Schedule 5.07, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions or any other potential Business Combination or other transaction considered or engaged in by or on behalf of SPAC based upon arrangements made by Acquiror or on behalf of SPAC or any of its Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (ironSource LTD), Agreement and Plan of Merger (Thoma Bravo Advantage), Agreement and Plan of Merger (Poema Global Holdings Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar feecommission, commission for which Buyer, the Company or other similar payment any of its Subsidiaries would be liable in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of its their Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Rockwell Collins Inc), Agreement and Plan of Merger (Envision Healthcare Holdings, Inc.), Agreement and Plan of Merger (Meritor Inc)

Brokers’ Fees. Other than as set forth on Schedule 5.07, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Biotech Acquisition Co), Agreement and Plan of Merger (Forest Road Acquisition Corp.), Agreement and Plan of Merger (Seven Oaks Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.073.20 attached hereto, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Seller or any of its respective Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Stock Purchase Agreement (Gates Global Inc.), Stock Purchase Agreement (Pinafore Holdings B.V.), Stock Purchase Agreement (Pinafore Holdings B.V.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.075.7 (which fees shall be the sole responsibility of Buyer), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Buyer or any of its Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Meritor Inc), Agreement and Plan of Merger (Chart Industries Inc), Agreement and Plan of Merger (Rockwell Collins Inc)

Brokers’ Fees. Other than as set forth Except for fees described on Schedule 5.075.10 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment (including any deferred underwriting commission) in connection with the Transactions transactions contemplated by this Agreement (including the Equity Financing) or as a result of the Closing, in each case, including based upon arrangements made by Acquiror or Merger Sub or any of its their respective Affiliates, including the Sponsor.

Appears in 3 contracts

Samples: Lock Up Agreement (Cleantech Acquisition Corp.), Agreement and Plan of Merger (Flying Eagle Acquisition Corp.), Agreement and Plan of Merger (ROC Energy Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.17, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Seaport Global Acquisition II Corp.), Agreement and Plan of Merger (American Battery Materials, Inc.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.075.22 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company or any of its their Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Joinder Agreement (LMF Acquisition Opportunities Inc), Joinder Agreement (LMF Acquisition Opportunities Inc)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.24, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting finder's fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the SponsorCompany.

Appears in 2 contracts

Samples: Redeemable Preferred Stock Purchase Agreement (It Partners Inc), Redeemable Preferred Stock Purchase Agreement (It Partners Inc)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.074.8 (which fees shall be the sole responsibility of Acquiror), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (ALST Casino Holdco, LLC), Agreement and Plan of Merger (Boyd Gaming Corp)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.074.7 attached hereto (which fees shall be the sole responsibility of Acquiror), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission (contingent or other similar payment otherwise) in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Pinafore Holdings B.V.), Stock Purchase Agreement (Gates Global Inc.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.075.17, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of its their Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Monocle Acquisition Corp), Agreement and Plan of Merger (Monocle Acquisition Corp)

Brokers’ Fees. Other than Except as set forth on Schedule 5.07Section 3.19 of the Seller Disclosure Schedules, no broker, finderinvestment banker, financial advisor, investment banker advisor or other Person is entitled to any brokerage feebroker’s, finders’ feefinder’s, underwriting fee, deferred underwriting fee financial advisor’s or other similar fee, fee or commission or other similar payment in connection with this Agreement or the Transactions Ancillary Agreements or the transactions contemplated hereby and thereby based upon arrangements made by Acquiror or any on behalf of Seller or its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Purchase Agreement (Alcoa Corp), Purchase Agreement (Kaiser Aluminum Corp)

Brokers’ Fees. Other than Except as set forth on Schedule 5.073.22 attached hereto, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Sellers or any of its their respective Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Gates Global Inc.), Stock Purchase Agreement (Pinafore Holdings B.V.)

Brokers’ Fees. Other than Except as set forth reflected on Schedule 5.074.6 hereto, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any of its Affiliates, including the SponsorBuyer.

Appears in 2 contracts

Samples: Limited Liability Company Interest (Teekay Corp), Limited Liability Company Interest (Teekay LNG Partners L.P.)

Brokers’ Fees. Other than as set forth Except for the fees described on Schedule 5.076.08 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror Buyer or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Edify Acquisition Corp.), Agreement and Plan of Merger (Unique Logistics International, Inc.)

Brokers’ Fees. Other than as set forth Except for fees described on Schedule 5.075.16 (which fees shall be the sole responsibility of the Company), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company or any of its Affiliates, including Affiliates for which the SponsorCompany or its Subsidiaries has any obligation.

Appears in 2 contracts

Samples: Business Combination Agreement (Terrapin 3 Acquisition Corp), Business Combination Agreement (Terrapin 3 Acquisition Corp)

Brokers’ Fees. Other than Except as set forth on Schedule 5.072.17, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Seller or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Asset Purchase Agreement (United Components Inc), Asset Purchase Agreement (UCI Holdco, Inc.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.073.15, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, AG LLC or any of its their Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (ALST Casino Holdco, LLC), Agreement and Plan of Merger (Boyd Gaming Corp)

Brokers’ Fees. Other than as set forth Except for fees described on Schedule 5.075.10 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or Merger Sub or any of its their respective Affiliates, including the SponsorSponsors.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mosaic Acquisition Corp.), Agreement and Plan of Merger (APX Group Holdings, Inc.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.072.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting ' fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Sellers or any of its their Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Asset Purchase Agreement (North Atlantic Trading Co Inc), Asset Purchase Agreement (Star Scientific Inc)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.18, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company, its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Starry Holdings, Inc.), Agreement and Plan of Merger (FAST Acquisition Corp. II)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.077.07 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the SponsorSponsors.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Capitol Acquisition Corp. III), Agreement and Plan of Merger (Churchill Capital Corp)

Brokers’ Fees. Other than Except as set forth reflected on Schedule 5.073.5, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated hereby based upon arrangements made by Acquiror Seller or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Targa Resources Partners LP), Purchase and Sale Agreement (Targa Resources Partners LP)

Brokers’ Fees. Other than as set forth on Schedule 5.074.20, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or on behalf of the Company or any of its Affiliates, including the SponsorSubsidiaries.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (ironSource LTD), Agreement and Plan of Merger (Thoma Bravo Advantage)

Brokers’ Fees. Other than as set forth on Schedule 5.075.08, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror SPAC or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Dune Acquisition Corp), Agreement and Plan of Merger (Aries I Acquisition Corp.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.076.07 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Joinder Agreement (LMF Acquisition Opportunities Inc), Joinder Agreement (LMF Acquisition Opportunities Inc)

Brokers’ Fees. Other than Except as set forth on Schedule 5.07Section 4.8 of the Purchaser Disclosure Schedule, no broker, finder, financial advisor, finder or investment banker or other Person is entitled to any brokerage feebrokerage, finders’ fee, underwriting fee, deferred underwriting fee finder’s or other similar feeadvisor’s fees, commission cost, expenses, or other similar payment commissions in connection with the Transactions transactions contemplated by this Agreement based upon arrangements or Contracts made by Acquiror or any on behalf of its Affiliates, including Purchaser. Purchaser shall be solely responsible for fees of the Sponsorparty set forth on Section 4.8 of the Purchaser Disclosure Schedule.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (McGraw-Hill Global Education LLC), Purchase and Sale Agreement (McGraw-Hill Companies Inc)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or the Company for which the Company has any of its Affiliates, including the Sponsorobligation.

Appears in 2 contracts

Samples: Business Combination Agreement (NORTHERN REVIVAL ACQUISITION Corp), Business Combination Agreement (NORTHERN REVIVAL ACQUISITION Corp)

Brokers’ Fees. Other than Except as set forth on Schedule 5.073.10, no broker, finder, financial advisor, investment banker broker or other Person similar agent is or shall be entitled to receive any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with remuneration or compensation relating to the Transactions transactions contemplated by this Agreement based upon arrangements made on any action taken by Acquiror or any on behalf of its Affiliates, including the SponsorSeller.

Appears in 2 contracts

Samples: Asset Purchase Agreement (It Partners Inc), Asset Purchase Agreement (It Partners Inc)

Brokers’ Fees. Other than Except as set forth reflected on Schedule 5.073.6, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror Seller or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Limited Liability Company Interest (Teekay Corp), Limited Liability Company Interest (Teekay LNG Partners L.P.)

Brokers’ Fees. Other than Except as set forth on in Schedule 5.073.30, no broker, finder, financial advisor, finder or investment banker or other Person is entitled to any brokerage feebrokerage, finders’ fee, underwriting fee, deferred underwriting finder’s or other fee or other similar fee, commission or other similar payment from any Company Group member in connection with the Transactions transactions contemplated hereby based upon arrangements made by Acquiror or any on behalf of its Affiliates, including the SponsorCompany.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (TMT Acquisition Corp.), Agreement and Plan of Merger (TMT Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth reflected on Schedule 5.073.5, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated hereby based upon arrangements made by Acquiror Sellers or any of its their Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Purchase and Sale Agreement (Targa Resources, Inc.), Purchase and Sale Agreement (Targa Resources Partners LP)

Brokers’ Fees. Other than as set forth on Schedule 5.074.24, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror either Company Party, any of their respective Subsidiaries or any of its their respective Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Forest Road Acquisition Corp.), Letter Agreement Regarding Due Diligence (Astrea Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.1(j), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement or the Transaction Documents based upon arrangements made by Acquiror any Contract with the Seller, any Subsidiary of the Seller or any of its their respective Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Colony Financial, Inc.), Asset Purchase Agreement (Colony Financial, Inc.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.073.22 attached hereto, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission (contingent or other similar payment otherwise) in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Sellers or any of its their respective Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Pinafore Holdings B.V.), Stock Purchase Agreement (Gates Global Inc.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.074.9 (which fees shall be the sole responsibility of Acquiror), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, financial advisory fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by or on behalf of Acquiror or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Securities Purchase and Merger Agreement (Celestica Inc), Securities Purchase and Merger Agreement (Celestica Inc)

Brokers’ Fees. Other than Except as set forth on in Schedule 5.071.10, no broker, finderinvestment banker, financial advisor, investment banker advisor or other Person person is entitled to any brokerage feebroker’s, finders’ feefinder’s, underwriting fee, deferred underwriting fee financial advisor’s or other similar fee, fee or commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any on behalf of its Affiliates, including the SponsorValue Development.

Appears in 2 contracts

Samples: Share Exchange Agreement (Trade Link Wholesalers Inc.), Share Exchange Agreement (Trade Link Wholesalers Inc.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.073.7 (which fees shall be the sole responsibility of Acquiror), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Encore Medical Corp), Agreement and Plan of Merger (Medical Staffing Network Holdings Inc)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.078.01, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Holdings or any of its AffiliatesAffiliates (excluding the Company and its Subsidiaries) for which Holdings, including the SponsorCompany or any of their respective Subsidiaries has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Churchill Capital Corp)

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Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror any of the Acquired Companies or any of its Affiliates, including the Sponsortheir respective Affiliates for which any Acquired Company has any obligation.

Appears in 1 contract

Samples: Business Combination Agreement (CBRE Acquisition Holdings, Inc.)

Brokers’ Fees. Other than Except as otherwise set forth on Schedule 5.073.13, no broker, finder, financial advisor, investment banker or other Person person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting finder’s fee or other similar fee, commission from Buyer or other similar payment the Purchase Price in connection with the Contemplated Transactions based upon on any arrangements made by Acquiror or any of its Affiliates, including the SponsorSeller.

Appears in 1 contract

Samples: Asset Purchase Agreement

Brokers’ Fees. Other than as set forth on Schedule 5.075.08, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Forest Road Acquisition Corp. II)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.16, no broker, finder, financial advisorinvestment banker, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or the Company for which the Company has any of its Affiliates, including the Sponsorobligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Western Acquisition Ventures Corp.)

Brokers’ Fees. Other than as set forth Except for fees described on Schedule 5.075.14 (which fees shall be the sole responsibility of Buyer), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Buyer or any of its Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Nabriva Therapeutics PLC)

Brokers’ Fees. Other than Except as set forth on Schedule 5.076.10, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Parent, Merger Sub I or Merger Sub II or any of its their respective Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gores Metropoulos II, Inc.)

Brokers’ Fees. Other than as set forth Except for fees described on Schedule 5.075.10, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee financial advisor fees or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or Merger Sub or any of its their Affiliates, including the Sponsor, for which Acquiror or Merger Sub has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Osprey Technology Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth reflected on Schedule 5.073.6, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting ' fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror Seller or any of its Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Purchase Agreement (Teekay Corp)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.075.7 (which fees shall be the sole responsibility of Acquiror), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Acquiror, Merger Sub or any of its their respective Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sonoco Products Co)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company, its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Acamar Partners Acquisition Corp.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.077.07 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Buyer or any of its Affiliates, including the SponsorSponsors.

Appears in 1 contract

Samples: Letter Agreement (Mudrick Capital Acquisition Corp. II)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.076.07 (including the amounts owed with respect thereto), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any of its Affiliates, including the SponsorSponsors.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capitol Investment Corp. IV)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.15, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Capitol Investment Corp. IV)

Brokers’ Fees. Other than Except as set forth on Schedule 5.075.6, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Purchaser or any of its Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Asset Purchase Agreement (Orchids Paper Products CO /DE)

Brokers’ Fees. Other than Except as set forth on Schedule 5.07in Section 5.6 of the Sellers Disclosure Schedule, no broker, finderinvestment banker, financial advisor, investment banker advisor or other Person person is entitled to any brokerage feebroker’s, finders’ feefinder’s, underwriting fee, deferred underwriting fee financial advisor’s or other similar fee, expense or commission or other similar payment in connection with this Agreement or the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or on behalf of such Seller for which any of its Affiliates, including the SponsorCompany Parties or Purchaser has or will have any Liability.

Appears in 1 contract

Samples: Share Purchase Agreement (Mylan Laboratories Inc)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company or any of its Affiliates, including Affiliates for which the SponsorCompany or Acquiror has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Graf Acquisition Corp. IV)

Brokers’ Fees. Other than as set forth on Schedule 5.07, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Power & Digital Infrastructure Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.07, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions or the other transactions contemplated by the other Transaction Agreements based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Business Combination Agreement (L&F Acquisition Corp.)

Brokers’ Fees. Other than as set forth Except fees described on Schedule 5.075.12 (which fees shall be the sole responsibility of Buyer), no broker, finder, financial advisor, investment banker banker, similar intermediary or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Buyer or any of its Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Stock Purchase Agreement (One Madison Corp)

Brokers’ Fees. Other than Except as set forth on Schedule 5.075.14, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement or any other Transaction Document based upon arrangements made by Acquiror Parent or any of its Affiliates, including the SponsorBR-NV.

Appears in 1 contract

Samples: Acquisition Agreement (Tronc, Inc.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.076.10, no broker, finder, financial advisor, investment banker or other Person is directly or indirectly entitled to any brokerage feebrokerage, finders’ fee, underwriting fee, deferred underwriting finder’s or other fee or other similar fee, commission or other any similar payment charge in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or on behalf of any of its Affiliates, including the SponsorSeller.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Crescent Real Estate Equities Co)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.17, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company, its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Callaway Golf Co)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.25, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, or any of its the Company’s Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Equity Interest Purchase Agreement (Catalyst Health Solutions, Inc.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.075.22, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of its their Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Genesis Park Acquisition Corp.)

Brokers’ Fees. Other than as set forth Except for fees previously disclosed by Acquiror to the Company to be paid to the Persons described on Schedule 5.07Section 5.10 of the Acquiror Schedules, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror Acquiror, Merger Sub I or Merger Sub II or any of its their respective Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (North Mountain Merger Corp.)

Brokers’ Fees. Other than as set forth on Schedule 5.07, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement or any other potential Business Combination transaction considered or engaged in by or on behalf of Acquiror based upon arrangements made by Acquiror or any of its Affiliates, including the SponsorAffiliates or otherwise in respect of which Acquiror or any of its Affiliates may have any liability or obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Starboard Value Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.14, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror any of the Group Companies or any of its Affiliates, including their Affiliates for which any of the SponsorGroup Companies has any obligation.

Appears in 1 contract

Samples: Business Combination Agreement (Isos Acquisition Corp.)

Brokers’ Fees. Other than as Except for persons set forth on Schedule 5.074.18, whose fees will be paid solely by the Company, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting finder's fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made transactions contemplated by Acquiror or any of its Affiliates, including the Sponsorthis Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Anicom Inc)

Brokers’ Fees. Other than Except as set forth on Schedule 5.07, 6.10. no broker, finder, financial advisor, investment banker or other Person is directly or indirectly entitled to any brokerage feebrokerage, finders’ fee, underwriting fee, deferred underwriting finder’s or other fee or other similar fee, commission or other any similar payment charge in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or any on behalf of its Affiliates, including the SponsorSeller.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Crescent Real Estate Equities Co)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.15, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of its their Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Fiserv Inc)

Brokers’ Fees. Other than Except as set forth on Schedule 5.075.20, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, any of its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Merida Merger Corp. I)

Brokers’ Fees. Other than Except as set forth on Schedule 5.074.1(i), no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement or the Transaction Documents based upon arrangements made by Acquiror any Contract with such Seller, any Subsidiary of such Seller or any of its their respective Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Share Purchase Agreement (Colony Financial, Inc.)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.075.17, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company, its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Gores Metropoulos, Inc.)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.074.19, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee financial advisor fees or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company, its Subsidiaries or any of their Affiliates, in each case, for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Osprey Technology Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.073.32, no broker, finder, financial advisor, finder or investment banker or other Person is directly or indirectly entitled to any brokerage feebrokerage, finders’ fee, underwriting fee, deferred underwriting finder’s or other contingent fee or other similar fee, commission or other any similar payment charge in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror or on behalf of Company or any of its Affiliates, including the SponsorSellers.

Appears in 1 contract

Samples: Stock Purchase Agreement (NCI, Inc.)

Brokers’ Fees. Other than Except as set forth described on Schedule 5.07‎4.18, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror the Company, its Subsidiaries or any of their Affiliates for which the Company or any of its Affiliates, including the SponsorSubsidiaries has any obligation.

Appears in 1 contract

Samples: Tax Receivable Agreement (FAST Acquisition Corp. II)

Brokers’ Fees. Other than as set forth on Schedule 5.075.10, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar fee, commission or other similar payment in connection with the Transactions based upon arrangements made by Acquiror or any of its Affiliates, including the Sponsor.

Appears in 1 contract

Samples: Letter Agreement Regarding Due Diligence (Astrea Acquisition Corp.)

Brokers’ Fees. Other than Except as set forth on Schedule 5.072.20, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting ' fee or other similar fee, commission or other similar payment in connection with the Transactions transactions contemplated by this Agreement based upon arrangements made by Acquiror the Company or any of its Affiliates, including the SponsorSubsidiaries or Affiliates or by CVCA.

Appears in 1 contract

Samples: Agreement and Plan of Merger (High Voltage Engineering Corp)

Brokers’ Fees. Other than Except as set forth on Schedule 5.07‎4.16, no broker, finder, financial advisor, investment banker or other Person is entitled to any brokerage fee, finders’ fee, underwriting fee, deferred underwriting fee or other similar feecommission, commission for which the Company or other similar payment any of its Subsidiaries would be liable in connection with the Transactions based upon arrangements made transactions contemplated by Acquiror or any of its Affiliates, including the Sponsorthis Agreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (V F Corp)

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