Alternative Transaction definition
Examples of Alternative Transaction in a sentence
Without limiting the foregoing, in the event this Agreement is terminated in connection with the pursuit of an Alternative Transaction that has been or is under negotiation between the Purchaser and the Company, Section 7 shall survive such termination for a period of one year from the date of such termination.
From time to time and without additional consideration, each Company Equityholder shall execute and deliver, or cause to be executed and delivered, such additional documents and instruments, and shall take such further actions, as the Purchaser may reasonably request for the purpose of complying with its obligations hereunder or in connection with the transactions contemplated hereby (including in connection with the completion of any Alternative Transaction).
Prior to the Outside Date, each Seller shall not (and shall direct the Company Group not to), and the Company Group shall not, directly or indirectly, without the written consent of the Purchaser, assist any third party in preparing or soliciting an offer relating in any way to an Alternative Transaction (in each case other than with respect to the transactions contemplated by this Agreement).
Each Seller shall (and shall direct the Company Group to), and the Company Group shall, promptly following the date hereof, terminate any and all negotiations or discussions with any third party regarding any proposal concerning any Alternative Transaction until the Outside Date.
In the event that any Seller or the Company Group receives any inquiry, proposal or offer from any third party concerning an Alternative Transaction, such Seller or the company Group shall promptly notify Purchaser in writing of the receipt of any such correspondence as well as the material terms thereof.