For Buyer. Xx. Xxxxxxx Xxxxxxxxxx
For Buyer. Parent agrees to pay all fees, expenses and compensation owed to any Person, firm or corporation who has acted in the capacity of broker or finder on its behalf or on behalf of any Affiliate thereof (other than the Company or the Surviving Corporation) to bring about the negotiation of this Agreement. Parent agrees to indemnify and hold harmless Sellers against any claims or liabilities asserted against them by any Person acting or claiming to act as a broker or finder on behalf of Buyer or any of its Affiliates.
For Buyer. Buyer represents and warrants that it has not engaged any broker or finder (other than Merrill Lynch, Pierce, Xxxxxx & Xmith) or incurred axx xxabixxxx for brokerage fees, commissions or finder's fees in connection with the transactions contemplated by this Agreement other than to Merrill Lynch, Pierce, Fennxx & Xxith. Buyer agrees xx xxx alx xxxs, expenses and other compensation owed to Merrill Lynch in respect of xxx xerxxxxx to Buyer, and agrees to indemnify and hold harmless each of TJX and Seller against any claims or liabilities asserted against it by any person acting or claiming to act as a broker or finder on behalf of Buyer.
For Buyer. Buyer shall not be obligated to close the transaction contemplated herein unless within the time specified (or, if no time is specified, then at or prior to the Closing Date), each of the following conditions shall have been waived by Buyer or satisfied:
For Buyer the President, Chief Executive Officer, or any officer whose title includes "Vice President" of Buyer.
For Buyer. Guyana Gold Corp.. By: _______________ Chairman & CEO For Seller: the Merger-Target Company By: ________________ Presidentt & CEO
For Buyer. 38 XIII. Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39 XIV. Arbitration, Venue, and Binding Effect . . . . . . . . . . . . . . 40 14.1 Arbitration . . . . . . . . . . . . . . . . . . . . . . . . 40 14.2 Venue/Binding Effect . . . . . . . . . . . . . . . . . . . . 40 XV. Successors and Assigns . . . . . . . . . . . . . . . . . . . . . . 40
For Buyer. Xxx Xxxxxxx Xxxxxxx X. L’Altrelli Vice President Director of Corporate Development Corporate Development 000-000-0000 000-000-0000
For Buyer. The obligations of Buyer under this Agreement are subject to the satisfaction on or prior to the Closing Date of the following conditions, any one or more of which may be waived by Buyer to the extent permitted by applicable law:
For Buyer. EPI Health, LLC 000 Xxxxxxxx Xxxxxx Xxxxxxxxxx, XX 00000 Attention: Xxx Xxxxxx Email: xxxxxxx@xxxxxxxxxxxxxxxxxxxxx.xxx with a copy to: Blank Rome LLP 000 Xxxxx Xxxxxx, Xxxxx 000 Xxxxxxxxxx, XX 00000 Attention: Xxxxxxxx Xxxxxxx Email: Xxxxxxx@XxxxxXxxx.xxx CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THIS EXHIBIT BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. OMISSIONS ARE DESIGNATED [***] For Seller: Aclaris Therapeutics, Inc. 000 Xxx Xxxx, Suite 200 Xxxxx, PA 19807 Attention: Xxxxx Xxx-Xxxxxxx, Esq. Email: xxxxxxxxxxx@xxxxxxxxx.xxx with a copy to: DLA Piper LLP (US) 0000 Xxxxxx Xxxxxx, Xxxxx 0000 Xxxxxxxxxxxx, XX 00000 Attention: Fahd M. T. Riaz, Esq. Email: xxxx.xxxx@xxxxxxxx.xxx