Common use of Exclusivity Period Clause in Contracts

Exclusivity Period. Following the date of this Agreement through the Closing Date (the “Exclusivity Period”), neither the Seller Parties nor any of their respective Affiliates shall initiate, solicit, negotiate, encourage or provide information to facilitate, and neither the Seller Parties nor any of their respective Affiliates shall, and shall use its or their reasonable efforts to cause any officer, director or employee of the Seller Parties and their respective Affiliates, or any counsel, accountant, investment banker, financial advisor or other agent retained by it or them not to, initiate, solicit, negotiate, encourage or provide information to facilitate, any proposal or offer to acquire all or any substantial part of the Interests or the Company’s assets, including the Landfill, whether for cash, securities or any other consideration or combination thereof (any such transactions being referred to herein as an “Acquisition Transaction”), nor shall the Seller Parties or any of their respective Affiliates enter into or consummate any agreement or commitment with respect to an Acquisition Transaction; provided, however, that the foregoing obligations of the Seller Parties pursuant this Section 6.15 and the Exclusivity Period shall immediately terminate and be of no further effect upon the earlier to occur of any of the following: (a) the right of RSG to terminate the Asset Purchase Agreement pursuant to Section 8.1(d) of the Asset Purchase Agreement is triggered; (b) the right of WCN to terminate the Asset Purchase Agreement pursuant to Section 8.1(c) of the Asset Purchase Agreement is triggered; or (c) the DOJ at any time indicates to any Seller Party and any Buyer Party verbally or in writing that the DOJ Consent is being withheld or materially delayed.

Exclusivity Period. Following the date of this Agreement through the Closing Date (the “Exclusivity Period”), neither the Seller Parties Sellers nor any of their respective Affiliates shall initiate, solicit, negotiate, encourage or provide information to facilitate, and neither the Seller Parties Sellers nor any of their respective Affiliates shall, and shall use its or their reasonable efforts to cause any officer, director or employee of the Seller Parties Sellers and their respective Affiliates, or any counsel, accountant, investment banker, financial advisor or other agent retained by it or them not to, initiate, solicit, negotiate, encourage or provide information to facilitate, any proposal or offer to acquire all or any substantial part of the Interests or the Company’s assets, including the LandfillAssets, whether for cash, securities or any other consideration or combination thereof (any such transactions being referred to herein as an “Acquisition Transaction”), nor shall the Seller Parties Sellers or any of their respective Affiliates enter into or consummate any agreement or commitment with respect to an Acquisition Transaction; provided, however, that the foregoing obligations of the Seller Parties Sellers pursuant this Section 6.15 6.22 and the Exclusivity Period shall immediately terminate and be of no further effect upon the earlier to occur of any of the following: (a) the right of RSG to terminate the Asset Purchase this Agreement pursuant to Section 8.1(d) of the Asset Purchase Agreement is triggered; (b) the right of WCN to terminate the Asset Purchase this Agreement pursuant to Section 8.1(c) of the Asset Purchase Agreement is triggered; or (c) the DOJ at any time indicates to any Seller Party RSG and any Buyer Party WCN verbally or in writing that the DOJ Consent is being withheld or materially delayed.

Exclusivity Period. Following the date of this Agreement through the Closing Date (the “Exclusivity Period”), neither the Seller Parties nor any of their respective Affiliates shall initiate, solicit, negotiate, encourage or provide information to facilitate, and neither the Seller Parties nor any of their respective Affiliates shall, and shall use its or their reasonable efforts to cause any officer, director or employee of the Seller Parties and their respective Affiliates, or any counsel, accountant, investment banker, financial advisor or other agent retained by it or them not to, initiate, solicit, negotiate, encourage or provide information to facilitate, any proposal or offer to acquire all or any substantial part of the Interests Shares or the Company’s assets, including the Landfill, whether for cash, securities or any other consideration or combination thereof (any such transactions being referred to herein as an “Acquisition Transaction”), nor shall the Seller Parties or any of their respective Affiliates enter into or consummate any agreement or commitment with respect to an Acquisition Transaction; provided, however, that the foregoing obligations of the Seller Parties pursuant this Section 6.15 and the Exclusivity Period shall immediately terminate and be of no further effect upon the earlier to occur of any of the following: (a) the right of RSG to terminate the Asset Purchase Agreement pursuant to Section 8.1(d) of the Asset Purchase Agreement is triggered; (b) the right of WCN Buyer to terminate the Asset Purchase Agreement pursuant to Section 8.1(c) of the Asset Purchase Agreement is triggered; or (c) the DOJ at any time indicates to any Seller Party RSG and any Buyer Party verbally or in writing that the DOJ Consent is being withheld or materially delayed.