Common use of No Negotiations Clause in Contracts

No Negotiations. None of Seller, its officers, directors or the Shareholders shall cause Seller to, directly or indirectly, through any officer, director, agent or otherwise, solicit, initiate or encourage submission of any proposal or offer from any person or entity (including any of its or their officers or employees) relating to any liquidation, dissolution, recapitalization, merger, consolidation or acquisition or the purchase of all or a material portion of the assets of, or any equity interest in, Seller, or any similar transaction or business combination involving Seller, or participate in any negotiations regarding, or furnish to any other person, any information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person or entity to do or seek any of the foregoing. Seller shall within five business days notify Purchaser of any such proposal or offer, or any inquiry from or contact with any person with respect thereto, and shall promptly provide Purchaser with such information regarding such proposal, offer, inquiry or contact as Purchaser may request.

No Negotiations. None of Seller, its -------------------- --------------- officers, directors or the Shareholders shall cause Seller to, directly or indirectly, through any officer, director, agent or otherwise, solicit, initiate or encourage submission of any proposal or offer from any person or entity (including any of its or their officers or employees) relating to any liquidation, dissolution, recapitalization, merger, consolidation or acquisition or the purchase of all or a material portion of the assets of, or any equity interest in, Seller, or any similar transaction or business combination involving Seller, or participate in any negotiations regarding, or furnish to any other person, any information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person or entity to do or seek any of the foregoing. Seller shall within five business days notify Purchaser of any such proposal or offer, or any inquiry from or contact with any person with respect thereto, and shall promptly provide Purchaser with such information regarding such proposal, offer, inquiry or contact as Purchaser may request.. 4.15

No Negotiations. None of Seller, its officers, directors (a) The Members or the Shareholders Seller shall cause Seller tonot, directly or indirectly, through any officer, director, agent agent, or otherwise, solicit, initiate initiate, or encourage submission of any proposal or offer from any person or entity (including any of its or their officers or employees) relating to the sale or other transfer or disposition of its capital stock or any liquidation, dissolution, recapitalization, merger, consolidation consolidation, or acquisition or the purchase of all or a material portion of the assets of, or any equity interest in, Seller, the Seller or any other similar transaction or business combination involving Seller, the Seller or participate in any negotiations regarding, or furnish to any other person, person any information with respect to, or otherwise cooperate in any way with, or assist or assist, participate in, facilitate facilitate, or encourage, any effort or attempt by any other person or entity to do or seek any of the foregoing. The Members or Seller shall within five business days promptly notify Purchaser of Hypercom if any such proposal or offer, or any inquiry from or contact with any person with respect thereto, is made and shall 31 39 promptly provide Purchaser Hypercom with such information regarding such proposal, offer, inquiry inquiry, or contact as Purchaser Hypercom may request.

No Negotiations. None of Seller, its officers, directors or the Shareholders Shareholder shall cause Seller to, directly or indirectly, through any officer, director, agent or otherwise, solicit, initiate or encourage submission of any proposal or offer from any person or entity (including any of its or their officers or employees) relating to any liquidation, dissolution, recapitalization, merger, consolidation or acquisition or the purchase of all or a material portion of the assets of, or any equity interest in, Seller, or any similar transaction or business combination involving Seller, or participate in any negotiations regarding, or furnish to any other person, any information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person or entity to do or seek any of the foregoing. Seller shall within five business days notify Purchaser of any such proposal or offer, or any inquiry from or contact with any person with respect thereto, and shall promptly provide Purchaser with such information regarding such proposal, offer, inquiry or contact as Purchaser may request.

No Negotiations. None of Seller, its ------------------- --------------- officers, directors or the Shareholders shall cause Seller to, directly or indirectly, through any officer, director, agent or otherwise, solicit, initiate or encourage submission of any proposal or offer from any person or entity (including any of its or their officers or employees) relating to any liquidation, dissolution, recapitalization, merger, consolidation or acquisition or the purchase of all or a material portion of the assets of, or any equity interest in, Seller, or any similar transaction or business combination involving Seller, or participate in any negotiations regarding, or furnish to any other person, any information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person or entity to do or seek any of the foregoing. Seller shall within five business days notify Purchaser of any such proposal or offer, or any inquiry from or contact with any person with respect thereto, and shall promptly provide Purchaser with such information regarding such proposal, offer, inquiry or contact as Purchaser may request.. 4.15

No Negotiations. None of SellerThe Selling Members and Gage shall not, its officers, directors or the Shareholders and shall cause Seller the Company not to, directly or indirectly, through any officer, director, agent or otherwise, solicit, initiate or encourage submission of any proposal or offer from any person or entity (including any of its or their officers or employees) relating to any liquidation, dissolution, recapitalization, merger, consolidation or acquisition or the purchase of all or a material portion of the assets of, or any equity interest in, Seller, the Company or any other similar transaction or business combination involving Sellerthe Company, or participate in any negotiations regarding, or furnish to any other person, person any information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person or entity to do or seek any of the foregoing. Seller The Selling Members and Gage shall, and shall within five business days cause the Company to, promptly notify Purchaser of Buyer if any such proposal or offer, or any inquiry from or contact with any person with respect thereto, is made and shall promptly provide Purchaser Buyer with such information regarding such proposal, offer, inquiry or contact as Purchaser Buyer may request.