Common use of No Shop Clause in Contracts

No Shop. (a) The Seller shall not and shall cause the Company not to, directly or indirectly, through any representative or otherwise, solicit or entertain offers from, negotiate with or in any manner encourage, discuss, accept, or consider any proposal of any other Person relating to the acquisition of the Stock or the Company, its assets or business, in whole or in part, whether directly or indirectly, through purchase, merger, consolidation, or otherwise (other than sales of inventory in the ordinary course); and

Appears in 5 contracts

Samples: Stock Purchase Agreement (International Microcomputer Software Inc /Ca/), Stock Purchase Agreement (Smith Micro Software Inc), Stock Purchase Agreement (Aladdin Systems Holdings Inc)

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No Shop. (a) The Each Seller shall not and shall cause the Company not tonot, directly or indirectlyindirectly (including, through any representative or otherwisebut not limited to, solicit or entertain offers from, negotiate with or in any manner encourage, discuss, accept, or consider any proposal of any other Person relating to the acquisition of the Stock or by causing the Company, its assets Related Parties, its directors and officers, shareholders or businessits representatives not to) solicit, in whole propose, enter into any discussions, execute contracts or in partdocuments, whether directly binding or indirectly, through purchase, merger, consolidationnon-binding, or otherwise (other than sales of inventory contact any persons to effectuate any transaction similar to, or conflicting with, the Transaction, or furnish to any persons, information, materials, or provide opportunity to conduct due diligence on the Company or the Sellers in the ordinary course); andconnection therewith.

Appears in 4 contracts

Samples: Share Purchase Agreement (K Wave Media Ltd.), Share Purchase Agreement (K Wave Media Ltd.), Share Purchase Agreement (K Wave Media Ltd.)

No Shop. (a) The Seller shall not and shall cause the Company not tonot, directly or indirectlyindirectly (including, through any representative or otherwisebut not limited to, solicit or entertain offers from, negotiate with or in any manner encourage, discuss, accept, or consider any proposal of any other Person relating to the acquisition of the Stock or by causing the Company, its assets Related Parties, its directors and officers, shareholders or businessits representatives not to) solicit, in whole propose, enter into any discussions, execute contracts or in partdocuments, whether directly binding or indirectly, through purchase, merger, consolidationnon-binding, or otherwise (other than sales of inventory contact any persons to effectuate any transaction similar to, or conflicting with, the Transaction, or furnish to any persons, information, materials, or provide opportunity to conduct due diligence on the Company or the Seller in the ordinary course); andconnection therewith.

Appears in 3 contracts

Samples: Share Purchase Agreement (K Wave Media Ltd.), Share Purchase Agreement (K Wave Media Ltd.), Share Purchase Agreement (K Wave Media Ltd.)

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No Shop. (a) The Seller shall not and shall cause the Company not tonot, directly or indirectlyindirectly (including, through any representative or otherwisebut not limited to, solicit or entertain offers from, negotiate with or in any manner encourage, discuss, accept, or consider any proposal of any other Person relating to the acquisition of the Stock or by causing the Company, its assets Related Parties, directors and officers, shareholders or businesstheir representatives not to) solicit, in whole propose, enter into any discussions, execute contracts or in partdocuments, whether directly binding or indirectly, through purchase, merger, consolidationnon-binding, or otherwise (communicate with any persons other than sales of inventory the Purchaser to effectuate any transaction similar to, or conflicting with, the Transaction, or furnish or provide to such persons, information, materials, or opportunity to conduct due diligence on the Company or the Seller in the ordinary course); andconnection therewith.

Appears in 1 contract

Samples: Share Purchase Agreement (K Wave Media Ltd.)

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