Common use of Opinion of Financial Advisor Clause in Contracts

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx & Co., dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common Stock.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion opinions of Xxxxxxx, Xxxxx Xxxxxx Xxxxxxx & Co. Incorporated and Xxxxxxxxx & Co., LLC, each dated as of the date of this Agreement, substantially to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view. The Company will deliver a complete and accurate copy of such opinions to Parent, which opinions shall be included in the Joint Proxy Statement.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx Xxxxxxxxxxx Xxxxxxx & Co., Inc. dated as of the date of this Agreement, Agreement to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of the Company Common Stock.

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxXxxxxxx Lynch, Pierce, Xxxxxx & Xxxxx & Co., Incorporated (“BofA Xxxxxxx Xxxxx”) dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications limitations set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of the Company Common Stock.

Opinion of Financial Advisor. The financial advisor of the Company, X.X. Xxxxxx Securities Inc., has delivered to the Company Board has received the an opinion of Xxxxxxx, Xxxxx & Co., dated as of the date of this Agreement, Agreement to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration is fair to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, Xxxxx & Co.Xxxxxxxx Inc., dated as of the date of this Agreement, substantially to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Per Share Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view. The Company has delivered a complete and accurate copy of such opinion to Newco or its Affiliates or representatives.

Opinion of Financial Advisor. The Company Board has received the an opinion of Xxxxx X. Xxxxxxx, Xxxxx & Co., dated as of the date hereof, a copy of this Agreementwhich has been provided to Acquirer, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration consideration to be received in by the Merger by holders of the Company Common Stock pursuant to the Merger is fair to such stockholders from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx & Co.X.X. Xxxxxx Securities LLC (“XX Xxxxxx”), dated as of the date of this Agreement, to the effect that, as of such date, and based upon and subject to the various assumptions assumptions, qualifications and qualifications limitations set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of Company Shares. It is agreed and understood that such opinion is for the benefit of the Company Common StockBoard and may not be relied on by Parent or Merger Sub for any purpose.

Opinion of Financial Advisor. The Review Committee and the Company Board has received the opinion of Xxxxxxx, Xxxxxxx Xxxxx & Co.Company, L.L.C., dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common Stock.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion opinions of Xxxxxxx, Xxxxx Sachs & Co., Co. and Xxxxxx Xxxxxxx & Co. Incorporated dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view.

Opinion of Financial Advisor. The board of directors of the Company Board has received the opinion of Xxxxxxx, Xxxxxxx Xxxxx & Co., LLC dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view view, to the holders of the Company Common StockStock (the “Fairness Opinion”). A signed correct and complete copy of the Fairness Opinion has been delivered to Parent prior to or concurrently with the execution and delivery of this Agreement.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx Xxxxxx Xxxxxxx & Co., dated as of the date of this AgreementCo. LLC, to the effect that, as of the date of such date, opinion and subject to the various limitations, qualifications and assumptions and qualifications set forth therein, the Merger Consideration to be received in paid to the Merger by holders of the shares of Company Common Stock is fair from a financial point of view to the holders of the Company Common Stocksuch holders.

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxXxxxxxx Lynch, Xxxxxx, Xxxxxx & Xxxxx & Co., Incorporated (“BofA Xxxxxxx Xxxxx”) dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications limitations set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of the Company Common Stock.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx Xxxxxxx Xxxxxxx & Co., dated as of the date of this Agreement, Xxxxxxx LLC to the effect that, as of such that date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration consideration to be received in the Merger by the holders of the Company Common Stock is fair from a financial point of view view, and a complete and correct signed copy of such opinion has been, or promptly upon receipt thereof will be, delivered to the holders of the Company Common StocknStor.

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxGxxxxxx, Xxxxx Sxxxx & Co., dated as of the date of this Agreement, Co. to the effect that, as of such datethe date hereof, and based upon and subject to the various factors and assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock Stock, in the aggregate, is fair from a financial point of view to the holders of the Company Common Stocksuch holders.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, each of Xxxxxxx Xxxxx & Co.Co. and X.X. Xxxxxx Securities Inc., in each case dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration is fair to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, Xxxxx Xxxxxx Xxxxxxx & Co.Co. LLC, dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions assumptions, qualifications and qualifications limitations set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of the Company Common StockShares.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx Morxxx Xxaxxxx & Co., Co. LLC dated as of the date of the Company Board approved this Agreement, to the effect that, as of such date, date and subject to the various assumptions certain assumptions, qualifications, limitations and qualifications other matters set forth thereinin such opinion, the Merger Consideration to be received by the holders of Company Common Stock (other than Acquiror and its Affiliates) in the Merger by holders of the Company Common Stock pursuant to this Agreement is fair to such holders from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxXxxxx, Xxxxx Xxxxxxxx & Co.Xxxxx, Inc., dated as of the date of this Agreementhereof, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of the Company Common StockShares.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, Xxxxx & Co.X.X. Xxxxxx Securities Inc., dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration is fair to be received in the Merger by holders of the Company Common Stock is fair Shares from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxHxxxxxxx Lxxxx, Xxxxx & Co.Inc., dated as of the date of this Agreement, to the effect that, as of such date, date and based upon and subject to the various limitations, qualifications and assumptions and qualifications set forth therein, the Merger Consideration to be received in by the Merger by holders of the Company Common Stock (other than holders of any Excluded Shares and Appraisal Shares) pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of the Company Common Stocksuch holders.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx & Co., dated as of the date of on which the Company shall have executed this Agreement, to the effect that, as of such date, date and based upon and subject to the various assumptions assumptions, qualifications and qualifications limitations set forth therein, the Merger Consideration consideration to be received in the Merger by payable to holders of the Company Common Stock (other than Parent and Merger Sub) in the Offer and the Merger pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of the Company Common Stocksuch holders.

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxXxxxxxxx Xxxxx, Xxxxx & Co.Inc., dated as of the date of this Agreement, to the effect that, as of such date, date and based upon and subject to the various limitations, qualifications and assumptions and qualifications set forth therein, the Merger Consideration to be received in by the Merger by holders of the Company Common Stock (other than holders of any Excluded Shares and Appraisal Shares) pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of the Company Common Stocksuch holders.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxxxxx and Xxxxxxx, Xxxxx & Co.P.C., dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration consideration to be received in the Offer and the Merger by the holders of the Company Common Stock is fair to the holders of Company Common Stock from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx X.X. Xxxxxxxx & Co., dated as of the date of this Agreement, Co. to the effect that, as of such that date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration consideration to be received in the Merger or pursuant to the Stock Purchase Agreement by the holders of the Company Common Stock is fair from a financial point of view view, and a complete and correct signed copy of such opinion has been, or promptly upon receipt thereof will be, delivered to the holders of the Company Common StockCompuCom.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, Xxxxx & Co.Mxxxxxx Lxxxx International, dated as of the date of this Agreement, substantially to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx D.X. Xxxxxxxx & Co., dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration consideration to be received in the Merger by the holders of the shares of Company Common Stock and the holders of shares of each class of Company Preferred Stock is fair to each such holder from a financial point of view view, a signed copy of which opinion has been delivered to the holders of the Company Common StockWintrust.

Opinion of Financial Advisor. The Company Board has received from the opinion of XxxxxxxCompany’s financial advisor, Xxxxx Duff & Co.Pxxxxx, an opinion, dated as of the date of this Agreement, to the effect that, as of such date, date and based upon and subject to the various assumptions matters and qualifications limitations set forth therein, the Merger Consideration to be received in the Merger by the holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders such holders. A signed copy of the Company Common Stocksuch opinion shall be delivered to Merger Corp as soon as practicable for information purposes only.

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxGxxxxxx, Xxxxx Sxxxx & Co., dated as of on or about the date of on which the Company shall have executed this Agreement, to the effect that, as of such date, date and based upon and subject to the various assumptions assumptions, qualifications and qualifications limitations set forth therein, the Merger Consideration consideration to be received in the Merger by payable to holders of the Company Common Stock (other than Parent and Merger Sub) in the Offer and the Merger pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of the Company Common Stocksuch holders.

Opinion of Financial Advisor. The Board of Directors of the ---------------------------- Company Board has received the opinion of Xxxxxxx, Xxxxx & Co., dated as of the date of this Agreement, substantially to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, Xxxxx Zxxxx & Co.Co LLP and Mxxxxx Sxxxxxx & Co. LLC, dated as of the date of this Agreement, substantially to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view.

Opinion of Financial Advisor. The On or prior to the date hereof, the Company Board has received the opinion of Xxxxxxx, Xxxxxxx Xxxxx & Co.Associates, dated as of Inc., financial advisor to the date of this AgreementCompany Board, to the effect that, as of the date of such date, and subject to the various assumptions and qualifications set forth thereinopinion, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of the outstanding shares of Company Common Stock.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of XxxxxxxGxxxxxx, Xxxxx Sachs & Co., dated as of the date of this Agreement, substantially to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, Xxxxx Morgxx Xxxnxxx & Co., Xo. Incorporated dated as of the date of this 18 24 Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of the Company Common StockStock (other than Acquiror and its Affiliates).

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx & Co., X.X. Xxxxxx Securities LLC dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration consideration to be received by the Company’s stockholders in the Offer and the Merger by holders of the Company Common Stock is fair to such holders from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, each of Xxxxxx Xxxxxxx & Co. Incorporated and Xxxxxxx Xxxxx & Co., Inc., dated as of the date of this Agreement, substantially to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in by the Merger by holders of the shares of Company Common Stock pursuant to the Merger is fair from a financial point of view to the holders of the Company Common Stocksuch shares (other than certain affiliated entities).

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxMerrxxx Xxxch, Xxxxx Pierce, Fennxx & Co., dated as of the date of this AgreementXmitx Xxxorporated ("Merrxxx Xxxcx"), to the effect that, as of such date, and subject to the various assumptions and qualifications set forth thereindate hereof, the Merger Consideration to be received in the Merger by holders of the Company Common Stock pursuant to the transactions contemplated by this Agreement is fair from a financial point of view to the holders of the Company Common Stocksuch holders.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx Xxxxxx Xxxxxxx & Co., Co. LLC dated as of the date of the Company Board approved this Agreement, to the effect that, as of such date, date and subject to the various assumptions certain assumptions, qualifications, limitations and qualifications other matters set forth thereinin such opinion, the Merger Consideration to be received by the holders of Company Common Stock (other than Acquiror and its Affiliates) in the Merger by holders of the Company Common Stock pursuant to this Agreement is fair to such holders from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Company Board has received the opinion of XxxxxxxXxxxxxxx Xxxxx, Xxxxx & Co.Inc., dated as of the date of this Agreement, as to the effect thatfairness, as from a financial point of such dateview, and subject to of the various assumptions and qualifications set forth therein, the Merger Consideration consideration to be received in the Offer and the Merger (taken together as an integrated transaction) by the holders of the Company Common Stock is fair from a financial point of view pursuant to the holders of the Company Common Stockthis Agreement.

Opinion of Financial Advisor. The financial advisor of the Company, Xxxxxxx & Company, LLC, has delivered to the Company Board has received the an opinion of Xxxxxxx, Xxxxx & Co., dated as of the date of this Agreement, Agreement to the effect thateffect, as of such date, and subject to the various assumptions and qualifications set forth therein, that the Merger Consideration is fair to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common Stockview.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, Xxxxx Sachs & Co., dated as of the date of this Agreement, substantially to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view.

Opinion of Financial Advisor. The Board of Directors of the Company Board has received the opinion of Xxxxxxx, Xxxxx & Co., dated as of the date of this Agreementhereof, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth thereindate hereof, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock from a financial point of view.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx & Co., dated as of the date of this Agreement, Agreement the opinion of XX Xxxxxx to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair fair, from a financial point of view view, to the holders of the Company Common Stock.Stock (other than Parent and its Affiliates). As used herein, (i) "

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx & Co., dated as of on or about the date of on which the Company shall have executed this Agreement, to the effect that, as of such date, date and based upon and subject to the various assumptions assumptions, qualifications and qualifications limitations set forth therein, the Merger Consideration consideration to be received in the Merger by payable to holders of the Company Common Stock (other than Parent and Merger Sub) in the Offer and the Merger pursuant to this Agreement is fair fair, from a financial point of view view, to the holders of the Company Common Stocksuch holders.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx Xxxxxxx & Co.Company International (the “Company Financial Advisor”), dated as of the date of this Agreement, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration to be received in the Merger by holders of the Company Common Stock is fair from a financial point of view to the holders of the Company Common StockStock (the “Company Fairness Opinion”). A correct and complete copy of the form of the Company Fairness Opinion has been made available to Parent.

Opinion of Financial Advisor. The Company Board has received the opinion of Xxxxxxx, Xxxxx & Co., Xxxxxxxx Inc. dated as of the date of this Agreementthe meeting of the Company Board referenced in Section 3.21 above, to the effect that, as of such date, and subject to the various assumptions and qualifications set forth therein, the Merger Consideration consideration to be received in by the Merger by holders of the Company Common Stock pursuant to Section 2.1 is fair fair, from a financial point of view view, to the holders of the Company Common Stock.