Discussions with Others. Borrowers, Guarantors and the Bank acknowledge and agree that the parties may, in the sole discretion of the Bank, discuss various means for repayment of the Indebtedness owing to the Bank, and that Borrower may enter into discussions and negotiations with prospective Fourth-party lenders to Borrower, Fourth-party creditors of Borrower, or potential investors in Borrower or other Fourth persons. If Borrower asks the Bank to enter into or participate in any such discussions or negotiations, Borrower agrees that the Bank may, in the course of such discussions, reveal information about the Borrower that would normally be considered confidential between the Bank and the Borrower. Borrower agrees that, if such discussions do take place, they shall in no way obligate or commit the Bank to agree to any secured or unsecured financing, to subordinate any lien or to release any collateral, to lend any additional funds to Borrower, to extend any other form of credit to Borrower, to forbear from exercising any rights, powers and remedies of the Bank, or to provide any letters of credit or other credit support on behalf of Borrower. Borrower waives, releases and discharges any right it may have to assert any claim or contention that the Bank has made any oral or written offer, promise, or commitment to cooperate with any Fourth-party lender to Borrower or Fourth-party creditor of Borrower, or any other Fourth person, to agree to any secured or unsecured financing or to otherwise subordinate any lien or to release any collateral, to lend any additional funds to Borrower or provide any other form of credit to Borrower, to forbear from exercising any rights, powers and remedies of the Bank, to provide any letters of credit or other credit support on behalf of Borrower, or to take (or refrain from taking) any other action whatsoever with respect to Borrower, except as provided in this Agreement.
Discussions with Others. Neither Seller nor Brocks will nor will permit or authorize any officer, director, employee or representative of Seller to solicit or encourage inquiries (including by way of furnishing information) or the making of any proposal which is reasonably expected to lead to any acquisition or purchase of any portion of the Assets or any merger or consolidation of Seller with any third party.
Discussions with Others. From the date hereof until the Closing Date or the termination of this Agreement pursuant to Section 11.1 hereof, none of the Companies, the ESOP Trust their respective officers, directors, Employees or representatives will solicit or enter into discussions or negotiations with any party other than Buyer or encourage, facilitate, initiate or participate in any discussions with any party other than Buyer, with regard to a purchase and sale of any portion of the securities or ownership interests of any Company, any material portion of the assets of any Company or any merger or consolidation of any Company with any third party.
Discussions with Others. From the date hereof until the Closing Date the TC Stockholders, on the one hand, and the CCS Stockholders on the other hand, shall cause each of TravCorps and CCS and their respective officers, directors, employees or representatives not to, solicit or enter into negotiations with any party or encourage, facilitate or initiate any discussions with any party, with regard to a purchase and sale of any portion of the capital stock of either TravCorps or CCS, any material portion of the assets of either TravCorps or CCS or any merger or consolidation of either TravCorps or CCS with any third party.
Discussions with Others. Except as otherwise permitted by this Agreement, from the date of this Agreement until the Closing Date, no Seller or Koor, nor any of its officers, employees, representatives or agents, will, directly or indirectly, solicit, encourage, or initiate any discussions or negotiations with, or provide any information to, any corporation, partnership, person or other entity or group other than the Purchaser Group and its employees, representatives and agents, concerning any transaction involving the sale of the Included Assets or the transfer of the Contracts or any Intellectual Property, except as required by law or stock exchange rules, in which case the Seller or Koor, as appropriate, shall liase with the Purchaser to the closest extent possible concerning the wording and timing of such disclosures.
Discussions with Others. On and after the date hereof, except with the written consent of Wxxxx, CVB shall not directly or indirectly solicit or encourage (nor shall CVB permit any of its officers, directors, employees or agents directly or indirectly to solicit or encourage), including by way of furnishing information, any inquiries or proposals for a merger, consolidation, share exchange or similar transaction involving CVB or Chippewa Bank or for the acquisition of the stock or all or substantially all of the assets or business of CVB or Chippewa Bank, or discuss with or enter into conversations with any person, other than CVB stockholders or employees, concerning any such merger, consolidation, share exchange, acquisition or other transaction, other than the proposed transaction with Wxxxx, provided, however, that CVB may communicate information about any such proposals or inquiries to its stockholders if and to the extent that it is required to do so in order to reasonably comply with its legal obligations. CVB will promptly notify Wxxxx orally (to be confirmed in writing as soon as practicable thereafter) of all of the relevant details relating to any inquiries or proposals that it may receive relating to any such matters, including actions it intends to take with respect to such matters. In order to induce Wxxxx to enter into this Agreement and incur the substantial expenses involved in effectuating the transactions contemplated herein, CVB agrees and does hereby promise to pay to Wxxxx the sum of $500,000, upon Wayne's demand therefor, in the event that the CVB shareholders fail to approve the proposed transaction with Wxxxx and CVB approves an offers from and negotiates with any party other than Wxxxx at any time within one (1) year of the date hereof concerning such transaction. Further, CVB and Wxxxx each hereby agree to enter into the Stock Option Agreement in the form attached hereto as Exhibit A immediately upon the execution of this Agreement.
Discussions with Others. United or its officers, directors or agents will not directly or indirectly, solicit, authorize, initiate or encourage submission of, any proposal, offer, tender offer or exchange offer from any person relating to any liquidation, dissolution, recapitalization, merger, consolidation or acquisition or purchase of all or a substantial portion of the assets or deposits of, or any material equity interest in, United or any of its wholly-owned subsidiaries or other similar transaction or business combination involving United or any of its wholly-owned subsidiaries while this Agreement is pending, unless
Discussions with Others. From the date hereof until the Closing Date, no Seller will, and Sellers shall cause the Company, each Subsidiary and each of their respective officers, directors, Employees or representatives not to, solicit or enter into discussions or negotiations with any party other than Buyer or encourage, facilitate, initiate or participate in any discussions with any party other than Buyer, with regard to a purchase and sale of any portion of the capital stock of the Company or any Subsidiary, any material portion of the assets of the Company or any Subsidiary or any merger or consolidation of the Company or any Subsidiary with any third party.
Discussions with Others. From the date hereof until the Closing Date, no Seller Party will, and the Seller Parties shall cause the Company, and each of its respective officers, directors, Employees or representatives not to, solicit or enter into negotiations with any party other than Buyer or encourage, facilitate or initiate any discussions with any party other than Buyer, with regard to a purchase and sale of any portion of the membership interests of the Company, any material portion of the assets of the Company or any merger or consolidation of the Company with any third party.
Discussions with Others. White County or its officers, directors or agents will not solicit inquiries or proposals or initiate any discussions or negotiations leading to any acquisition or purchase of all or a substantial portion of the assets or stock of White County or any merger or consolidation of White County with any third party without the prior written consent from NCBE, so long as this Agreement is pending.
