No Proposals. No proposal exists and no agreement has been made to establish any other arrangement for providing any Retirement Benefits or to continue or increase any Retirement Benefits under any Target Employee Benefit Plan for or in respect of any employee, or to maintain any such Retirement Benefits or the level of any such Retirement Benefits generally for any period.
No Proposals. Each of the Sellers and the Company will not and will cause its officers, directors, affiliates, representatives and agents (collectively, “Related Parties”) not to directly or indirectly (including, without limitation, through discussions with, or actions through, any investment bankers, brokers or similar advisors), (i) submit, solicit, initiate, encourage or discuss any proposal or offer from any person or entity (other than the Buyer and its Affiliates) relating to any (A) reorganization, dissolution or recapitalization of any Acquired Company, (B) merger, consolidation, acquisition or similar transaction or business combination involving any Acquired Company or its business or equity interests or assets, (C) sale or disposition of any assets of any Acquired Company or sale of any capital stock of or other equity interests in any Acquired Company, (D) any debt or equity financing involving any Acquired Company or (E) other transaction the consummation of which would prevent, impede, delay or have an adverse effect on the consummation of the transactions contemplated hereby, (ii) enter into any agreement, arrangement, understanding, or commitment related to any such transaction or (iii) furnish any information with respect to or facilitate in any other manner any effort or attempt by any person or entity (other than the Buyer and its Affiliates) to do any of the foregoing. The Company and the Sellers will and will cause their Related Parties to terminate all discussions with all third parties (other than the Buyer and its Affiliates) regarding any of the foregoing and will promptly notify the Buyer in writing if any person or entity makes any proposal, offer, inquiry or contact with respect to any of the foregoing or any other similar communication, and include in such written notice the subject matter of such proposal, offer, inquiry, contact or communication (including, without limitation, the terms and conditions of any proposal or offer). Except with the prior written consent of the Buyer, the Company and the Sellers will not and will cause their Related Parties not to make any announcements or disclose to any third party (other than those of its Related Parties who need to know and who agree to treat such information as confidential and other than as required by law) that it is in discussions with the Buyer and its Affiliates regarding the transactions contemplated hereby or any its terms.
No Proposals. Other than as described in the Disclosure Letter, no proposal has been announced and no agreement has been made to establish any other arrangement for providing any Retirement Benefits for or in respect of any Employee, former employee or director of any Target Company and the Sellers are not aware of any proposal to announce or enter into any such agreement.
No Proposals. No proposal has been announced and no agreement has been made to establish any other arrangement for providing any Retirement Benefits or to continue or EXECUTION VERSION PRIVATE & CONFIDENTIAL increase any Retirement Benefits under any Seller Employee Benefit Plan for or in respect of any Employee, or to maintain any such Retirement Benefits or the level of any such Retirement Benefits generally for any period.
