Common use of No Solicitation of Competing Transaction Clause in Contracts

No Solicitation of Competing Transaction. (a) Neither the Optionors, the Company nor any Company Subsidiary shall (and each of the Optionors, the Company and the Company Subsidiaries shall instruct its respective officers, directors, employees, representatives and agents, including investment bankers, attorneys and accountants, not to), directly or indirectly, encourage, solicit, initiate or participate in discussions or negotiations with, or provide any information to, any Person or group (other than Optionee, any of its Affiliates or representatives) concerning any Acquisition Proposal. None of the Optionors, the Company or any Company Subsidiary shall enter into any agreement with respect to any Acquisition Proposal. Upon execution of this Agreement, the Optionors and the Company shall immediately cease any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any of the foregoing, and the Optionors and the Company shall request (or if any of them has the contractual right to do so, demand) the return of all confidential documents, analyses, financial statements, projections, descriptions and other data previously furnished to others in connection with the Optionors’ efforts to sell the Company. The Company or the Optionors shall immediately notify Optionee of the existence of any proposal or inquiry received by the Company, and the Company shall immediately communicate to Optionee the terms of any proposal or inquiry which it may receive (and shall immediately provide to Optionee copies of any written materials received by the Company in connection with such proposal, discussion, negotiation or inquiry) and the identity of the party making such proposal or inquiry.

No Solicitation of Competing Transaction. (a) Neither the OptionorsSellers, the Company nor any Company Subsidiary Affiliate thereof shall (and each of the Optionors, the Company and the Company Subsidiaries Sellers shall instruct its respective cause the officers, directors, employees, representatives and agentsagents of the Company and the Sellers and each of their Affiliates, including investment bankers, attorneys and accountants, not to), directly or indirectly, encourage, solicit, initiate or participate in discussions or negotiations with, or provide any information to, any Person or group (other than Optioneethe Purchaser, any of its Affiliates or representatives) concerning any Acquisition Proposal. None of the Optionors, Neither any Seller nor the Company or any Company Subsidiary shall enter into any agreement with respect to any Acquisition Proposal. Upon execution of this Agreement, the Optionors Sellers and the Company shall immediately cease any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any of the foregoing, and the Optionors Sellers and the Company shall request (or if any of them has the contractual right to do so, demand) the return of all confidential documents, analyses, financial statements, projections, descriptions and other data previously furnished to others in connection with the Optionors’ Sellers' efforts to sell the Company. The Company or and the Optionors Sellers shall immediately notify Optionee the Purchaser of the existence of any proposal or inquiry received by the CompanyCompany or the Sellers, and the Company and the Sellers shall immediately communicate to Optionee the Purchaser the terms of any proposal or inquiry which it any of them may receive (and shall immediately provide to Optionee the Purchaser copies of any written materials received by the Company or the Sellers in connection with such proposal, discussion, negotiation or inquiry) and the identity of the party making such proposal or inquiry.

No Solicitation of Competing Transaction. (a) Neither Other than the OptionorsExempted Transaction, the Company (i) neither Issuer nor any Company Subsidiary of its Subsidiaries or Affiliates shall (and each of Issuer shall cause the Optionors, the Company and the Company Subsidiaries shall instruct its respective officers, directors, employees, representatives and agentsagents of Issuer, each Subsidiary and each Affiliate, including investment bankers, attorneys and accountants, not to), directly or indirectly, encourage, solicit, initiate or participate in discussions or negotiations with, or provide any information to, any Person or group (other than Optionee, Subscriber or any of its Affiliates or representatives) concerning any Acquisition Proposal. None of the Optionors, the Company or Issuer nor any Company Subsidiary of its Subsidiaries shall enter into any agreement with respect to any Acquisition Proposal. Upon Other than with respect to the Exempted Transaction, upon execution of this Agreement, the Optionors and the Company Issuer shall immediately cease any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any of the foregoing, and the Optionors and the Company Issuer shall request (or if any of them has the contractual or other right to do so, demand) the return of all confidential documents, analyses, financial statements, projections, descriptions and other data previously furnished to others in connection with the Optionors’ efforts to sell the Companytherewith. The Company or the Optionors Issuer shall immediately notify Optionee Subscriber of the existence of any proposal or inquiry received by the CompanyIssuer, and the Company Issuer shall immediately communicate to Optionee Subscriber the terms of any proposal or inquiry which it may receive (and shall immediately provide to Optionee copies of any written materials received by the Company Issuer in connection with such proposal, discussion, negotiation or inquiry) and the identity of the party making such proposal or inquiry.

No Solicitation of Competing Transaction. (a) Neither Until the Optionors, the Company nor any Company Subsidiary shall (and each earlier of the OptionorsClosing Date or the termination of this Agreement in accordance with Article VII, the Company and the Shareholders shall not (and the Company Subsidiaries and the Shareholders shall instruct its respective cause their Affiliates, officers, directors, employees, representatives and agents, including investment bankers, attorneys and accountants, not to), directly or indirectly, encourage, solicit, initiate or participate in discussions or negotiations with, or provide any information to, any Person or group (other than OptioneePurchaser, any of its their Affiliates or representatives) concerning any Acquisition Proposal. None of The Company and the Optionors, the Company or any Company Subsidiary Shareholders shall not enter into any agreement with respect to any Acquisition Proposal. Upon execution of this Agreement, the Optionors Company and the Company Shareholders shall immediately cease any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any of the foregoing, and the Optionors Company and the Company Shareholders shall request (or if any of them it has the contractual right to do so, demand) the return of all confidential documents, analyses, financial statements, projections, descriptions and other data previously furnished to others in connection with the Optionors’ efforts to sell the Company. The Company or and the Optionors Shareholders shall immediately promptly notify Optionee Purchaser of the existence of any proposal or inquiry received by the CompanyCompany or the Shareholders, and the Company and the Shareholders shall immediately promptly communicate to Optionee Purchaser the terms of any proposal or inquiry which it any of them may receive (and shall immediately provide to Optionee Purchaser copies of any written materials received by the Company or the Shareholders (or a summary of all material terms if oral) in connection with such proposal, discussion, negotiation or inquiry) and the identity of the party making such proposal or inquiry.