Common use of No Solicitation; Other Offers Clause in Contracts

No Solicitation; Other Offers. (a) Unless and until this Agreement is terminated in accordance with Article 14, Hippo shall not, and shall cause its Subsidiaries not to, authorize or permit any of its or their officers, directors, employees, investment bankers, attorneys, accountants, consultants or other agents or advisors to, directly or indirectly, (i) solicit, initiate or take any action to facilitate or encourage the submission of any HippoRx Acquisition Proposal, (ii) enter into or participate in any discussions or negotiations with or otherwise cooperate with, or knowingly assist, participate in, facilitate or encourage any effort by, or furnish any information relating to Hippo (to the extent relating to the HippoRx Group), the HippoRx Group or the HippoRx Entities to, or afford access to the business, properties, assets, books or records of Hippo (to the extent relating to the HippoRx Group), the HippoRx Group or the HippoRx Entities to, any Third Party that is seeking to make, or has made, a HippoRx Acquisition Proposal or (iii) enter into any agreement, agreement in principle, letter of intent, term sheet or other similar instrument relating to a HippoRx Acquisition Proposal.

Appears in 4 contracts

Samples: Master Transaction Agreement (Safari Holding Corp), Master Transaction Agreement (Safari Holding Corp), Master Transaction Agreement (Amerisourcebergen Corp)

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