Common use of Exclusive Dealing Clause in Contracts

Exclusive Dealing. The Seller will not, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the Assets, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the Seller, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.

Exclusive Dealing. The No Seller will notor Principal shall, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the Assets, or any equity interest in, the any Seller or any equity investment, merger, consolidation or business combination with the any Seller, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller Sellers shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.

Exclusive Dealing. The Neither the Ultimate Parent, the Seller will notnor the Company will, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person Person relating to any an acquisition or purchase of all or a material portion of the Assets, assets of or an equity interest in the Company or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the SellerCompany, or (b) participate in any discussions or negotiations regarding, or furnish to any other personPerson, any non-public information with respect to, to or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person Person to do or seek any of the foregoing. The Ultimate Parent, the Seller shall and the Company agree to promptly notify the Buyer if of any such proposal or offer, or any inquiry or contact with any person with respect theretothereto received by the Company, is madethe Ultimate Parent or the Seller.

Exclusive Dealing. The Seller will not, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the Assets, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the Seller, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.is

Exclusive Dealing. The Seller will not, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the AssetsAssets and business of the Stores, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the Seller, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.

Exclusive Dealing. The Except as otherwise required by applicable ----------------- fiduciary obligations, the Seller will not, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the Purchased Assets, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the Seller, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.

Exclusive Dealing. The Each Seller agrees that it will not, directly or indirectly, through any director, officer, directoragent, agent partner, shareholder, affiliate, representative or otherwise, : (a) solicit, initiate or initiate, encourage submission of offers or proposals from, or offers from participate in any discussions, negotiations, agreements, arrangements or understandings with, any person relating to any acquisition or purchase in respect of all or a material portion of the Assets, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the Seller, or Competing Transaction; or (b) participate in any discussions or negotiations regardingwith, or furnish or afford access to any other personinformation to, any non-public information with respect toother person regarding a Competing Transaction, or otherwise cooperate in any way manner with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek engage in any of the foregoing. The Seller shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is madeCompeting Transaction.

Exclusive Dealing. The Seller Sellers will notnot from the date hereof through the Closing Date, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any an acquisition or purchase of all or a material portion of the Assets, assets of or an equity interest in the Facilities or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the SellerFacilities, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, to or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing, or (c) withdraw their intention to sell the Facilities. The Seller shall Sellers agree to promptly notify the Buyer if GreenMan of any such proposal or offerproposxx xx xxfer, or any inquiry or contact with any person with respect thereto, is madethereto received by Sellers.

Exclusive Dealing. The Seller Entities, individually or ----------------- collectively, will not, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the Assets, or any equity interest in, the Seller MDI or any equity investment, merger, consolidation or business combination with the SellerMDI, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller Entities shall promptly notify the Buyer or Peritus if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.

Exclusive Dealing. The Seller Entities, individually or together, will not, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the Assets, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the Seller, ; or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller Entities shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.

Exclusive Dealing. The Neither the Stockholder nor the Seller will notwill, ----------------- directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the Assets, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the Seller, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-non- public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.

Exclusive Dealing. The Seller will not, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any acquisition or purchase of all or a material portion of the AssetsAssets and business of the Stores, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the Seller, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall promptly notify the Buyer if any such proposal or offer, or any inquiry or contact with any person with respect thereto, is made.

Exclusive Dealing. The Seller will not, directly or indirectly, ----------------- through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any affiliation transaction between the Seller and any healthcare company or practice management company or any acquisition or purchase of all or a material portion of the Assets, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the SellerPractice, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall promptly notify the Buyer if any foregoing except to inform such proposal or offer, or any inquiry or contact with any person with respect thereto, is madeof Seller's obligations hereunder.

Exclusive Dealing. The Seller will not, directly or indirectly, ----------------- through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any affiliation transaction between the Seller and any health care company or practice management company or any acquisition or purchase of all or a material portion of the Assets, or any equity interest in, the Seller or any equity investment, merger, consolidation or business combination with the SellerPractice, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall promptly notify the Buyer if any foregoing except to inform such proposal or offer, or any inquiry or contact with any person with respect thereto, is madeof Seller's obligations hereunder.

Exclusive Dealing. The Seller will not, directly or indirectly, through any officer, director, agent or otherwise, (a) solicit, initiate or encourage submission of proposals or offers from any person relating to any an acquisition or purchase of all or a material portion of the Assets, assets of or any an equity interest in, in the Seller or any equity investment, merger, consolidation or business combination with the Seller, or (b) participate in any discussions or negotiations regarding, or furnish to any other person, any non-public information with respect to, to or otherwise cooperate in any way with, or assist or participate in, facilitate or encourage, any effort or attempt by any other person to do or seek any of the foregoing. The Seller shall agrees to promptly notify the Buyer if of any such proposal or offer, or any inquiry or contact with any person with respect thereto, is madethereto received by the Seller.