General notification obligations Clause Samples

General notification obligations. (a) During the Exclusivity Period, ▇▇▇▇▇▇▇ must notify the Bidder as soon as practicable in the circumstances and, in any event, within 48 hours if: (i) Pushpay or any of its Representatives receives a Competing Proposal, or an inquiry or approach from a Third Party to initiate any discussions or negotiations that could reasonably be expected to lead to a Competing Proposal, or any request for ▇▇▇▇▇▇▇ to take any action contemplated by clause 14.2(a) or 14.3(a); (ii) Pushpay or any of its Representatives receives any request for information relating to the Pushpay Group or its Business or any request for access to any non-public information of any member of the Pushpay Group in connection with a current or future Competing Proposal; or (iii) ▇▇▇▇▇▇▇ proposes to take any action in reliance on the exception in clause 14.4. (b) A notice given under clause 14.5(a) must be accompanied by all material details of the relevant event, including (as the case may be): (i) the identity of the person who provided the Competing Proposal or made the relevant inquiry or approach to initiate discussions or to whom any information is proposed to be provided as referred to in clause 14.5(a); (ii) all material terms and conditions of any Competing Proposal, including the amount and form of consideration to be offered, the conditions to which it is subject, the proposed timetable and any break fee arrangements (to the extent known); (iii) whether or not Pushpay intends to progress or respond to the relevant inquiry, approach, offer, bid, proposal or request (or whether, acting in good faith, ▇▇▇▇▇▇▇ has not yet been able to make such a decision); and (iv) the nature of the information or access requested and/or provided or action proposed to be taken. (c) Without limiting Pushpay’s other obligations under this clause 14.5, Pushpay shall keep the Bidder reasonably informed on a prompt and timely basis of the status and any developments regarding any Competing Proposal which Pushpay (acting reasonably) considers are material, within 24 hours after receipt or delivery thereof (including, if a notice given under clause 14.5(a) states, in accordance with clause 14.5(b)(iii) that Pushpay has not yet decided whether it intends to progress or respond to the relevant inquiry, approach, offer, bid, proposal or request (or similar statement), updating the Bidder on a prompt and timely basis when it makes such a decision).