Common use of No Solicitations Clause in Contracts

No Solicitations. Sellers will not take, nor will it permit the Company or any Affiliate of Sellers (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellers, the Company or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company or permitting access to the Assets and Properties and Books and Records of the Company) any offer or inquiry from any Person concerning an Acquisition Proposal. If Sellers, the Company or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers will promptly advise such Person, by written notice, of the terms of this Section 4.03 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.

No Solicitations. Sellers From and after the date hereof, Seller will not take, nor will it permit the Company or any Affiliate affiliate of Sellers Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellers, the Company Seller or any such Affiliateaffiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company or permitting access to the Assets and Properties and Books and Records of the Company) any offer or inquiry from any Person concerning an Acquisition Proposala transfer of the Shares or the Other Securities (other than the sale pursuant to this Agreement). If Sellers, the Company Seller or any such Affiliate affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers Seller will promptly advise such Person, by written notice, of the terms of this Section 4.03 and will promptly, orally and in writing, advise Purchaser Purchasers and the Company of such offer, inquiry or request and deliver a copy of such written notice to PurchaserPurchasers and the Company.

No Solicitations. Sellers Seller will not take, nor will it permit the Company or any Affiliate of Sellers Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellers, the Company Seller or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company Business or permitting access to the Assets and Properties and Books and Records of the CompanySeller) any offer or inquiry from any Person concerning an Acquisition Proposalthe direct or indirect acquisition of the Business by any Person other than Purchaser or its Affiliates. If Sellers, the Company Seller or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers Seller will promptly advise such Person, by written notice, of the terms of this Section 4.03 4.4 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.

No Solicitations. Sellers will not take, nor will it permit the Company Company, the Subsidiaries or any Affiliate of Sellers any Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellers, the Company Company, the Subsidiaries or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company or any Subsidiary or permitting access to the Assets and Properties and Books and Records of the CompanyCompany or any Subsidiary) any offer or inquiry from any Person concerning an Acquisition Proposal. If SellersSeller, the Company Company, any Subsidiary or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers Seller will promptly advise such Person, by written notice, of the terms of this Section 4.03 4.04 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.

No Solicitations. Sellers will not take, nor will it permit the Company or any Affiliate of Sellers (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellers, the Company or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company or permitting access to the Assets and Properties and Books and Records of the Company) any offer or inquiry from any Person concerning an Acquisition Proposal. If Sellers, the Company or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers will promptly advise such Person, by written notice, of the terms of this Section SECTION 4.03 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.

No Solicitations. Sellers will not take, nor will it they permit either of the Company Companies or any Affiliate of Sellers either Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellers, the Company Companies or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the either Company or permitting access to the Assets and Properties and Books and Records of the such Company) any offer or inquiry from any Person concerning an Acquisition Proposal. If any of the Sellers, the Company Companies or any such Affiliate Affiliates (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, the Sellers will promptly advise such Person, by written notice, of the terms of this Section 4.03 4.04 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.

No Solicitations. Sellers will Seller shall not take, nor will it permit the Company or any Affiliate of Sellers Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellers, the Company Seller or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company or permitting access to the Assets and Properties and Books and Records of the CompanyAssets) any offer or inquiry from any Person concerning an Acquisition Proposalthe direct or indirect acquisition of the Assets, other than Purchaser or its Affiliates. If Sellers, the Company Seller or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person (other than Purchaser or any Person acting for or on its behalf) any offer, inquiry or informational request referred to above, Sellers Seller will promptly advise such Person, by written notice, of the terms of this Section 4.03 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to PurchaserPurchaser The covenants contained in this Section 4.03 shall expire on the earlier of the termination of this Agreement or the Closing Date.

No Solicitations. Sellers Seller will not take, nor will it permit the Company Company, the Subsidiaries or any Affiliate of Sellers Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of SellersSeller, the Company Company, the Subsidiaries or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company or any Subsidiary or permitting access to the Assets and Properties and Books and Records of the CompanyCompany or any Subsidiary) any offer or inquiry from any Person concerning an Acquisition Proposal. If SellersSeller, the Company Company, any Subsidiary or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers Seller will promptly advise such Person, by written notice, of the terms of this Section 4.03 4.04 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.

No Solicitations. Sellers will not take, nor will it they permit the Company or any Affiliate of Sellers either Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellers, the Company Sellers or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company Business or permitting access to the Assets and Properties and Books and Records of the CompanySellers) any offer or inquiry from any Person concerning an Acquisition Proposalthe direct or indirect acquisition of the Business by any Person other than Purchaser or its Affiliates. If Sellers, the Company Sellers or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers will promptly advise such Person, by written notice, of the terms of this Section 4.03 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.

No Solicitations. Sellers will not take, nor will it permit the Company Company, the Subsidiaries or any Affiliate of Sellers any Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of Sellersany Seller, the Company Company, the Subsidiaries or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company or any Subsidiary or permitting access to the Assets and Properties and Books and Records of the CompanyCompany or any Subsidiary) any offer or inquiry from any Person concerning an Acquisition Proposal. If Sellersany Seller, the Company Company, any Subsidiary or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers will promptly advise such Person, by written notice, of the terms of this Section 4.03 4.04 and will promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.

No Solicitations. Sellers Seller will not take, nor will it permit the ---------------- Company or any Affiliate of Sellers Seller (or authorize or permit any investment banker, financial advisor, attorney, accountant or other Person retained by or acting for or on behalf of SellersSeller, the Company Company, or any such Affiliate) to take, directly or indirectly, any action to solicit, encourage, receive, negotiate, assist or otherwise facilitate (including by furnishing confidential information with respect to the Company or permitting access to the Assets and Properties and Books and Records of the Company) any offer or inquiry from any Person concerning an Acquisition Proposal. If SellersSeller, the Company Company, or any such Affiliate (or any such Person acting for or on their behalf) receives from any Person any offer, inquiry or informational request referred to above, Sellers Seller will promptly advise such Person, by written notice, of the terms of this Section 4.03 and will ------------ promptly, orally and in writing, advise Purchaser of such offer, inquiry or request and deliver a copy of such written notice to Purchaser.