Common use of Dealing and Non-Circumvent Clause in Contracts

Dealing and Non-Circumvent. In order to induce Buyer to enter into this Agreement, during the period commencing on the Effective Date until the Closing Date (or earlier termination of this Agreement), Seller and LMP will not and will cause each of its stockholders, managers, directors, officers, agents, advisors and other representatives to not, directly or indirectly, through affiliates or otherwise, (i) enter into any sale, lease, pledge or other disposition of all or any significant part of the purchased Assets, or any agreement for the sale of any capital stock or other equity securities of Seller, or agreement relating to a merger, consolidation or other acquisition proposal involving Seller or its member with any other party, or any transaction similar to the foregoing in format or purpose, with any party other than Purchaser; or (ii) enter into any transaction (A) with a total cumulative and aggregate value in excess of One Hundred Fifty Thousand Dollars ($150,000), or (B) outside of the ordinary course of business of Seller consistent with past practice in contemplation of any transaction described above with any party other than Buyer; or (iii) encourage, solicit, provide information to or negotiate with any party, other than Buyer, to do any of the foregoing.

Appears in 6 contracts

Samples: Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.), Dealership Asset Purchase Agreement (LMP Automotive Holdings, Inc.)

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