Common use of Notice of Acquisitions; Proposals Regarding Prohibited Transactions Clause in Contracts

Notice of Acquisitions; Proposals Regarding Prohibited Transactions. The Stockholder hereby agrees to notify Parent in writing (a) as promptly as practicable (and in any event within one business day following such acquisition by the Stockholder) of the number of any additional shares of Company Stock or other securities of the Company of which the Stockholder acquires Beneficial Ownership on or after the date hereof and (b) as promptly as practicable (and in any event within the earlier of (i) one business day or (ii) 48 hours) after receipt by the Stockholder of any Acquisition Proposal or any offer, proposal or inquiry that may reasonably be expected to lead to an Acquisition Proposal or after any request for information is sought from or initiated with the Stockholder, and shall disclose the material terms of such Acquisition Proposal, proposal, offer or inquiry, including the identity of the Person or Persons making such Acquisition Proposal, proposal, offer or inquiry (unless prohibited by the confidentiality agreement with such Person) and provide a copy thereof if in writing and any related available material documentation or correspondence. The Stockholder will keep Parent informed on a prompt basis of the status and any material discussions or negotiations (including material amendments and proposed material amendments) relating to any Acquisition Proposal or any such offer, proposal or inquiry.

Notice of Acquisitions; Proposals Regarding Prohibited Transactions. The Stockholder Each Shareholder hereby agrees to notify Parent in writing (a) as promptly as practicable (and in any event within one business day following such acquisition by the Stockholderno later than 24 hours after receipt) (a) of the number of any additional shares of Company Common Stock or other securities of the Company of which the Stockholder Shareholder acquires Beneficial Ownership record or beneficial ownership on or after the date hereof hereof, and (b) in the event that such Shareholder or any of its Representatives receives an Acquisition Proposal or a request for information relating to the Company or its Subsidiaries that contemplates an Acquisition Proposal, including the identity of the Person making the Acquisition Proposal and the material terms and conditions thereof and an unredacted copy of such Acquisition Proposal. Each Shareholder will keep Parent reasonably informed of the status and material developments affecting the terms and conditions of any such Acquisition Proposal (including any discussions and negotiations concerning such terms and conditions) on a current basis. Each Shareholder shall as promptly soon as reasonably practicable (and in any event within the earlier of (i) one business day or (ii) 48 hours) 24 hours after receipt by the Stockholder or delivery thereof) provide to Parent copies of any Acquisition Proposal indications of interest and/or draft agreements received by such Shareholder or any offer, proposal or inquiry that may reasonably be expected its Representatives relating to lead to an Acquisition Proposal or after any request for information is sought from or initiated with the Stockholder, and shall disclose the material terms of such Acquisition Proposal, proposal, offer or inquiry, including the identity of the Person or Persons making such Acquisition Proposal, proposal, offer or inquiry (unless prohibited by the confidentiality agreement with such Person) and provide a copy thereof if in writing and any related available material documentation or correspondence. The Stockholder will keep Parent informed on a prompt basis of the status and any material discussions or negotiations (including material amendments and proposed material amendments) relating to any Acquisition Proposal or any such offer, proposal or inquiry.

Notice of Acquisitions; Proposals Regarding Prohibited Transactions. The Each Stockholder hereby agrees to notify Parent in writing (a) Acquiror as promptly as practicable (and in any event within one business day following such acquisition by the Stockholder24 hours) in writing of (i) the number of any additional shares of Company Common Stock or other securities of the Company of which the such Stockholder acquires Beneficial Ownership on or after the date hereof and (b) as promptly as practicable (and in any event within the earlier of (i) one business day or hereof, (ii) 48 hours) after receipt by the Stockholder of any Acquisition Proposal inquiries or proposals which are received by, any information which is requested from, or any offernegotiations or discussions which are sought to be initiated or continued with, proposal such Stockholder or inquiry that may reasonably be expected to lead to an Acquisition Proposal or after any request for information is sought from or initiated of its Affiliates with the Stockholder, and shall disclose the material terms of such Acquisition Proposal, proposal, offer or inquiry, including the identity of the Person or Persons making such Acquisition Proposal, proposal, offer or inquiry (unless prohibited by the confidentiality agreement with such Person) and provide a copy thereof if in writing and any related available material documentation or correspondence. The Stockholder will keep Parent informed on a prompt basis of the status and any material discussions or negotiations (including material amendments and proposed material amendments) relating respect to any Acquisition Proposal or any other matter referred to in Section 4.3 (including the material terms thereof and the identity of such offerperson(s) making such inquiry or proposal, requesting such information or seeking to initiate or continue such negotiations or discussions, as the case may be) and (iii) any proposed Permitted Transfers of such Stockholder’s Covered Shares, Beneficial Ownership thereof or any other interest therein. Each Stockholder will keep Acquiror fully informed in all material respects of any related developments, discussions and inquiries relating to the matters described in clause (ii) of the preceding sentence and shall provide to Acquiror as soon as practicable after receipt or delivery thereof copies of all correspondence and other written materials sent or provided to such Stockholder or any of its Subsidiaries from any person that describes the terms or conditions of any Acquisition Proposal or other proposal that is the subject of any such inquiry, proposals or inquiryinformation requests.