Common use of Third Party Offers Clause in Contracts

Third Party Offers. (a) From and after the date of this Agreement until the earlier of the Closing or termination of this Agreement, each of Seller, its Affiliates and their respective officers, directors, employees, representatives (including, without limitation, any investment banker, attorney or accountant) and agents shall immediately cease any discussions or negotiations with any parties with respect to any Third Party Acquisition, and neither Seller, nor any of its Affiliates shall, nor shall Seller authorize or permit any of its Affiliates or their respective officers, directors, employees, representatives (including, without limitation, any investment banker, attorney or accountant) or agents to, directly or indirectly, encourage, solicit, participate in or initiate any inquiries, discussions or negotiations with or provide any information or access to any Person concerning any potential Third Party Acquisition or that may reasonably be expected to lead to any Third Party Acquisition or attempted Third Party Acquisition, or otherwise facilitate any effort or attempt to make or implement a Third Party Acquisition. Seller shall promptly communicate to Buyer the existence or occurrence and the terms of any potential Third Party Acquisition or contact related to any potential Third Party Acquisition that Seller, the Acquired Companies or any of their Affiliates, or their respective officers, directors, employees, representatives or agents, receive in respect of such a proposed transaction, and the identify of the Person from whom such proposal or contact was received.

Third Party Offers. (a) From and after the date of this Agreement Agreement, until the earlier of the Closing or termination of this Agreement, each of SellerSeller and Parent shall, its and shall cause their respective Affiliates and their respective officers, directors, employees, representatives and other Representatives (including, without limitation, including any investment banker, attorney or accountant) and agents shall to immediately cease any discussions or negotiations with any parties Persons with respect to any Third Party Acquisition, and neither Seller, Seller nor any of its Affiliates shall, nor shall Seller or its Affiliates authorize or permit any of its Affiliates or their respective officers, directors, employees, representatives or other Representatives (including, without limitation, including any investment banker, attorney or accountant) or agents to, directly or indirectly, encourage, solicit, participate in or initiate any inquiries, discussions or negotiations with or provide any information or access to any Person concerning the Product, or any potential Third Party Acquisition or that may reasonably be expected to lead to any Third Party Acquisition or attempted Third Party Acquisition, or otherwise facilitate any effort or attempt to make or implement a Third Party Acquisition. Seller shall promptly communicate to Buyer Purchaser the existence or occurrence and the terms receipt of any potential Third Party Acquisition offer that Seller or contact related to any potential Third Party Acquisition that Seller, the Acquired Companies or any of their its Affiliates, or their respective officers, directors, employees, representatives or agentsother Representatives, receive in respect of such a proposed transaction, and after the identify of the Person from whom such proposal or contact was receiveddate hereof.

Third Party Offers. (a) From and after the date of this Agreement until the earlier of the Closing or termination of this Agreement, each of Sellerthe Sellers, its their Affiliates and their respective officers, directors, employees, representatives (including, without limitation, any investment banker, attorney or accountant) and agents shall immediately cease any discussions or negotiations with any parties with respect to any Third Party Acquisition, and neither Sellerof the Sellers, nor any of its their Affiliates shall, nor shall either Seller authorize or permit any of its Affiliates or their respective officers, directors, employees, representatives (including, without limitation, any investment banker, attorney or accountant) or agents to, directly or indirectly, encourage, solicit, participate in or initiate any inquiries, discussions or negotiations with or provide any information or access to any Person concerning any potential Third Party Acquisition or that may reasonably be expected to lead to any Third Party Acquisition or attempted Third Party Acquisition, or otherwise facilitate any effort or attempt to make or implement a Third Party Acquisition. Each Seller shall promptly communicate to Buyer the existence or occurrence and the terms of any potential Third Party Acquisition or contact related to any potential Third Party Acquisition that SellerSellers, the Acquired Companies Company or any of their Affiliates, or their respective officers, directors, employees, representatives or agents, receive in respect of such a proposed transaction, and the identify of the Person from whom such proposal or contact was received.

Third Party Offers. (a) From and after the date of this Agreement until the earlier of the Closing or termination of this Agreement, each of Sellerthe Sellers, its their Affiliates and their respective officers, directors, employees, representatives (including, without limitation, any investment banker, attorney or accountant) and agents shall immediately cease any discussions or negotiations with any parties with respect to any Third Party AcquisitionAcquisition (as defined in Section 4.7(b)), and neither Seller, none of the Sellers nor any of its their Affiliates shall, nor shall Seller authorize or permit any of its Affiliates or their respective officers, directors, employees, representatives (including, without limitation, any investment banker, attorney or accountant) or agents to, directly or indirectly, encourage, solicit, participate in or initiate any inquiries, discussions or negotiations with or provide any information or access to any Person concerning any potential Third Party Acquisition or that may reasonably be expected to lead to any Third Party Acquisition or attempted Third Party Acquisition, or otherwise facilitate any effort or attempt to make or implement a Third Party Acquisition. Seller The Sellers shall promptly communicate to Buyer the Purchaser the existence or occurrence and the terms of any potential Third Party Acquisition or contact related to any potential Third Party Acquisition that Seller, the Acquired Companies Sellers or any of their Affiliates, or their respective officers, directors, employees, representatives or agents, receive in respect of such a proposed transaction, and the identify identity of the Person from whom such proposal or contact was received.