Solicitation of Purchasers Sample Clauses

The Solicitation of Purchasers clause defines the rules and limitations regarding how parties may seek out or approach potential buyers for a product, service, or asset covered by the agreement. Typically, this clause outlines who is authorized to solicit purchasers, the methods that may be used, and any restrictions on timing or communication channels. For example, it may prohibit one party from directly contacting customers of the other party or require that all solicitations be pre-approved. The core function of this clause is to prevent unauthorized or unfair competition and to protect the interests and customer relationships of the parties involved.
Solicitation of Purchasers. A. Except as hereinafter specified, the Company will not, and will not permit the General Partner, the Partnership or any of its other affiliates or agents to, furnish the names of such purchasers or of other potential investors obtained through you to any person other than as may be required in connection with the normal and usual conduct by the Company of its business or required by court order or law. B. The Company agrees and understands that a violation of the provisions of Section 4(a)(ix)(A) of this Agreement will cause you irreparable harm and injury and that any money damages you receive will not compensate you for any breach thereof. Accordingly, the Company agrees that, in addition to monetary damages, you will be entitled to all such equitable relief including, without limitation, injunctive relief, as a court of equity or proper jurisdiction shall deem appropriate in the circumstances. Such relief shall not be exclusive of any rights you may have at law or in equity. All of the rights and remedies you have hereunder shall be cumulative and not alternative. The provisions of this Section shall not limit your remedies upon the breach by the Company of any other Section of this Agreement.
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Solicitation of Purchasers. A. Except as hereinafter specified, the Company will not, and will not permit the Partnership or any of its other affiliates or agents to, (1) engage in any offering or placement of any debt or equity security or long-term debt (other than the refinancing of the Assumed Indebtedness as described in the Prospectus) for a period of three (3) years from the effective date of the Registration Statement for which you are not acting as the underwriter or sales or placement agent, unless you shall have been given a right of first refusal to act as the underwriter or sales agent with respect to such offering, and shall have failed to agree to act as the underwriter or sales agent for the proposed offering within thirty (30) days of a notice from the Company of the proposed terms of the offering, (2) solicit the purchasers of Shares in connection with any other offering of any security for a period of three (3) years from the effective date of the Registration Statement, unless you shall have been given a right of first refusal to conduct such solicitation or you are notified and compensated therefor in an amount equal to 8.0% of the purchase price of any securities purchased by any such purchaser, or (3) furnish the names of such purchasers or of other potential investors obtained through you to any person other than as may be required in connection with the normal and usual conduct by the Company of its business or required by court order or law. B. The Company agrees and understands that a violation of the provisions of Section 4(a)(ix)(A) of this Agreement will cause you irreparable harm and injury and that any money damages you receive will not compensate you for any breach thereof. Accordingly, the Company agrees that, in addition to monetary damages, you will be entitled to all such equitable relief including, without limitation, injunctive relief, as a court of equity or proper jurisdiction shall deem appropriate in the circumstances. Such relief shall not be exclusive of any rights you may have at law or in equity. All of the rights and remedies you have hereunder shall be cumulative and not alternative. The provisions of this Section shall not limit your remedies upon the breach by the Company of any other Section of this Agreement.
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Solicitation of Purchasers. So long as there are any Notes outstanding, the Company will not solicit, request or negotiate for or with respect to any proposed waiver or amendment of any of the provisions of this Agreement or the Notes or the other Note Documents unless each holder of Notes (irrespective of the amount of Notes then owned by it) shall be informed thereof by the Company and shall be afforded the opportunity of considering the same and shall be supplied by the Company with sufficient information to enable it to make an informed decision with respect thereto. The Company will not, directly or indirectly, pay or cause to be paid any remuneration, whether by way of supplemental or additional interest, fee or otherwise, to any holder as consideration for or as an inducement to entering into by any holder of any waiver or amendment of any of the terms and provisions of the Agreements or the Notes or the other Note Documents unless such remuneration is concurrently paid, on the same terms, ratably to the holders of all Notes then outstanding, whether or not such holders agreed to such waiver or amendment.
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Solicitation of Purchasers. 28 7.3. EFFECT OF AMENDMENT OR WAIVER.....................................28 SECTION 8. INTERPRETATION OF AGREEMENT; DEFINITIONS...........................28 8.1. DEFINITIONS.......................................................28 8.2. ACCOUNTING PRINCIPLES; TIME PERIODS...............................39
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Solicitation of Purchasers. 28 7.3. Effect of Amendment or Waiver...............................................................................28 SECTION 8. INTERPRETATION OF AGREEMENT; DEFINITIONS.....................................................................28 8.1. Definitions.................................................................................................28 8.2. Accounting Principles; Time Periods.........................................................................39
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Solicitation of Purchasers. (A) Except as hereinafter specified, the Company and the Trust will not, and will not permit any of its other affiliates or agents to, furnish the names of such purchasers or of other potential investors obtained through the Selling Agent to any person other than as may be required in connection with the normal and usual conduct by the Company and the Trust of their business or required by court order or law. (B) The Company and the Trust agree and understand that a violation of the provisions of Section 5(a)(ix)(A) of this Agreement will cause the Selling Agent irreparable harm and injury and that any money damages the Selling Agent receives will not compensate it for any breach thereof. Accordingly, the Company and the Trust agree that, in addition to monetary damages, the Selling Agent will be entitled to all such equitable relief including, without limitation, injunctive relief, as a court of equity or proper jurisdiction shall deem appropriate in the circumstances. Such relief shall not be exclusive of any rights the Selling Agent may have at law or in equity. All of the rights and remedies the Selling Agent has hereunder shall be cumulative and not alternative. The provisions of this Section shall not limit the Selling Agent's remedies upon the breach by the Company or the Trust of any other Section of this Agreement.
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Solicitation of Purchasers. You agree, and you shall require the Selected Dealers to agree, that each of you or they, as the case may be: (a) will not give any information or make any representation in connection with the offering of Shares other than those contained in the Prospectus; (b) will not distribute any sales or advertising material that has not been approved by the Company and will distribute such materials in accordance with the legends thereon and applicable securities laws; (c) will solicit purchasers for Shares only in the states in which and to the extent that you have been advised by Berry, Moorman, King & ▇▇▇▇▇▇, P.C. ("▇▇▇▇▇, ▇▇▇▇▇▇▇"), counsel to the Company, that such solicitation can be made in accordance with applicable securities laws and in which you are qualified to so act; (d) will not sell to an investor that is a Qualified Plan, including an ▇▇▇ or a ▇▇▇▇▇ Plan (or is using the assets of a Qualified Plan to make the investment) if the Company, the Sponsor, the Advisor or any of their Affiliates (i) has investment discretion with respect to the assets of the Qualified Plan to be invested in the Company, (ii) regularly gives individualized investment advice which serves as the primary basis for the investment decisions made with respect to such assets, or (iii) is otherwise a fiduciary with respect to such assets; and (e) will deliver a Prospectus and current supplements, if any, to each potential investor.
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Related to Solicitation of Purchasers

  • Non-Solicitation The Shareholder hereby covenants and irrevocably agrees that it shall, from the date hereof until the earlier of (i) the termination of this Agreement pursuant to Article 4 and (ii) the Effective Time: (a) not, directly or indirectly, through any officer, director, employee, representative (including any financial or other advisor) or agent or otherwise, and shall not permit any such person to: (i) solicit, assist, initiate, knowingly encourage or otherwise facilitate (including by way of furnishing or providing copies of, access to, or disclosure of, any confidential information, properties, facilities, books or records of the Company or any of its Subsidiaries or entering into any form of agreement, arrangement or understanding) any inquiry, proposal or offer that constitutes an Acquisition Proposal; (ii) enter into or otherwise engage or participate in any discussions or negotiations with any Person (other than any Purchaser Party or Purchaser Party Representative) regarding any inquiry, proposal or offer that constitutes or could reasonably be expected to constitute an Acquisition Proposal; (iii) accept, approve, endorse or recommend, or publicly propose to accept, approve, endorse or recommend any Acquisition Proposal, or take no position or remain neutral with respect to, any public Acquisition Proposal; or (iv) accept, approve, endorse, recommend or execute or enter into or publicly propose to accept, approve, endorse, recommend or execute or enter into any agreement, letter of intent, understanding or arrangement relating to an Acquisition Proposal. (b) immediately cease and terminate, and cause to be terminated, any solicitation, encouragement, discussion, negotiation, or other activities commenced prior to the date of this Agreement with any Person (other than any Purchaser Party or Purchaser Party Representative) with respect to any Acquisition Proposal; and (c) immediately notify the Purchaser and the Company, at first orally, and then promptly and in any event within 24 hours in writing, of any Acquisition Proposal, and shall provide the Purchaser and the Company with copies of all written documents, correspondence or other material received by the Shareholder, its affiliates or its, his, or her Representatives in respect of, from or on behalf of any such Person in connection therewith and if not in writing or electronic form, a description of the material terms of such correspondence sent or communicated to the Shareholder, its affiliates or its, his, or her Representatives.

  • Non-Hire/Non-Solicitation The Sub-Adviser hereby agrees that so long as the Sub-Adviser provides services to the Adviser or the Trust and for a period of one year following the date on which the Sub-Adviser ceases to provide services to the Adviser and the Trust, the Sub-Adviser shall not for any reason, directly or indirectly, on the Sub-Adviser’s own behalf or on behalf of others, hire any person employed by the Adviser, whether or not such person is a full-time employee or whether or not any person’s employment is pursuant to a written agreement or is at-will. The Sub-Adviser further agrees that, to the extent that the Sub-Adviser breaches the covenant described in this paragraph, the Adviser shall be entitled to pursue all appropriate remedies in law or equity.

  • Non-Solicitation Agreement Executive agrees and covenants that he will not, unless acting with the Company’s express written consent, directly or indirectly, during the Term of this Agreement or during the Non-Competition Period (as defined in Section 11 above) solicit, entice or attempt to entice away or interfere in any manner with the Company’s relationships or proposed relationships with any customer, officer, employee, consultant, proposed customer, vendor, supplier, proposed vendor or supplier or person or entity or person providing or proposed to provide research and/or development services to, on behalf of or with the Company.

  • Non-Competition/Solicitation To the Company’s knowledge, no Respondent is subject to any non-competition agreement or non-solicitation agreement with any employer or prior employer which could materially affect such Respondent’s ability to be and act in the capacity of a director or officer of the Company, as applicable.

  • Non-Solicitation of Clients During the Restricted Period, the Executive agrees not to solicit, directly or indirectly, on his own behalf or on behalf of any other person(s), any client of the Company to whom the Company had provided services at any time during the Executive’s employment with the Company in any line of business that the Company conducts as of the date of the Executive’s termination of employment or that the Company is actively soliciting, for the purpose of marketing or providing any service competitive with any service then offered by the Company.