Common use of Validity Term Clause in Contracts

Validity Term. The Memorandum shall be effective from the signing date of the legal representative or the authorized representative of the Acquirer and the Company (together with seal of the Company) and the Current Shareholders, and expire on the earlier of (a) 150 days from the effective date of the Memorandum; and (b) execution date of definitive legal documents. Exclusivity: Within the validity term of the Memorandum, without prior written consent of the Acquirer, the Company, the Current Shareholders or any of their affiliates, senior officer, director or representative shall not solicit, initiate, consider, encourage or accept any of the following offers or proposals provided by any party: (a) any investment in the Company; (b) any acquisition of all or part of the equity interests or assets of the Company; (c) merge, consolidation or other kinds of acquisition of the Company or its business; or (d) capital reorganization, asset reorganization or other irregular business transactions involving or related to the Company; or participate in any discussion, negotiations and other kinds of communications in relation to the above matters, or provide other entities with information related to the above matters, or cooperate, assist, participate in, promote or encourage other entities’ attempt to do the above matters.

Appears in 2 contracts

Sources: Memorandum of Key Terms for Equity Acquisition (Future Education Group Inc.), Memorandum of Key Terms for Equity Acquisition (Future Education Group Inc.)