Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreement.
Appears in 3 contracts
Samples: Merger Agreement (RR Donnelley & Sons Co), Merger Agreement (Bowne & Co Inc), Merger Agreement (Genlyte Group Inc)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities Persons referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement6.2. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 3 contracts
Samples: Merger Agreement (Goldman Sachs Group Inc), Merger Agreement (McJunkin Red Man Corp), Merger Agreement (McJunkin Red Man Holding Corp)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of Section 6.2 (a) of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 3 contracts
Samples: Merger Agreement (RR Donnelley & Sons Co), Merger Agreement (Banta Corp), Merger Agreement (Banta Corp)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement6.2. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 3 contracts
Samples: Merger Agreement, Merger Agreement (Bellsouth Corp), Merger Agreement (At&t Inc.)
Existing Discussions. The Company agrees that it will will, and shall cause its Subsidiaries and Representatives to, immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (21st Century Insurance Group), Merger Agreement (American International Group Inc)
Existing Discussions. The Company agrees that it will will: (i) immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will ; (ii) take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of this Section 7.2(e) of the obligations undertaken in this Section 6.2 7.2; and in the Confidentiality Agreement. The Company also agrees that it will (iiii) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its such Person’s consideration of acquiring it the Company or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it the Company or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (China GrenTech CORP LTD), Merger Agreement (China GrenTech CORP LTD)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities parties referred to in the first sentence hereof of this Section 6.2(e) of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that Agreement and, if any such party has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to making an Acquisition Proposal, request that such party return or destroy all confidential information heretofore furnished to such Person by or on behalf of it the Company or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Merger Agreement (Maverick Tube Corp), Merger Agreement (Hydril Co)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Alternative Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement6.3. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its the Company Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its the Company Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreement other than the “standstill” provisions of any such confidentiality agreement.
Appears in 2 contracts
Samples: Merger Agreement (Consolidated Graphics Inc /Tx/), Merger Agreement (RR Donnelley & Sons Co)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Merger Agreement (Medicis Pharmaceutical Corp), Merger Agreement (Valeant Pharmaceuticals International, Inc.)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Hanmi Financial Corp), Merger Agreement (Hanmi Financial Corp)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities Persons referred to in the first sentence hereof of this Section 4.02(f) of the obligations undertaken in this Section 6.2 4.02 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request of each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it the Company or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Merger Agreement (Transcanada Corp), Merger Agreement (Columbia Pipeline Group, Inc.)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement3.4. The Company also agrees that it will (i) promptly request each Person person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its the Subsidiaries to return or destroy all confidential information heretofore furnished to such Person person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Investment Agreement (Flagstar Bancorp Inc), Investment Agreement (Flagstar Bancorp Inc)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of this Section 6.2(e) of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Merger Agreement (Choicepoint Inc), Merger Agreement (Reed Elsevier PLC)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement6.2. The Company also agrees that it will (i) promptly request each any Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries or making an Acquisition Proposal to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 2 contracts
Samples: Merger Agreement (Talx Corp), Merger Agreement (Equifax Inc)
Existing Discussions. The Company agrees that it will will: (i) immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will Proposal as of the date hereof; (ii) take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of this Section 6.2(f) of the obligations undertaken in this Section 6.2 6.2; and in the Confidentiality Agreement. The Company also agrees that it will (iiii) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its such Person’s consideration of acquiring it the Company or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it the Company or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
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Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities Persons referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement6.2. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 1 contract
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will will, as soon as reasonably practicable, take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement5.2. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms will diligently exercise all of any such confidentiality agreementits rights in respect thereof.
Appears in 1 contract
Samples: Arrangement Agreement (Thomas Weisel Partners Group, Inc.)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly after announcement of this Agreement inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement6.2. The Company also agrees that it will (i) promptly after announcement of this Agreement request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries an existing Acquisition Proposal to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 1 contract
Samples: Merger Agreement (CSC Holdings LLC)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of this Section 6.2(e) of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement on or after January 1, 2007, in connection with its such Person’s consideration of acquiring it the Company or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it the Company or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 1 contract
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request in writing that each Person that has heretofore executed a confidentiality agreement after January 1, 2005 and prior to the date hereof in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 1 contract
Existing Discussions. The Company agrees that it will will: (i) immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will ; (ii) take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of this Section 6.2(g) of the obligations undertaken in this Section 6.2 6.2; and in the Confidentiality Agreement. The Company also agrees that it will (iiii) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its such Person’s consideration of acquiring it the Company or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it the Company or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 1 contract
Existing Discussions. The Company agrees that it will will: (i) immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties Persons conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will ; (ii) take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of this Section 6.2(d) of the obligations undertaken in this Section 6.2 6.2; and in the Confidentiality Agreement. The Company also agrees that it will (iiii) promptly request each Person that has heretofore executed a confidentiality agreement on or after January 1, 2009, in connection with its such Person’s consideration of acquiring it the Company or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it the Company or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 1 contract
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement after January 1, 2001 and prior to the date hereof in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 1 contract
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, discussions or negotiations with any parties conducted heretofore with respect to any Acquisition ProposalTransaction. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 5.8(c) and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it or any of its Subsidiaries to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries and (ii) enforce and not waive the terms of any such confidentiality agreementSubsidiaries.
Appears in 1 contract
Samples: Merger Agreement (SoftBrands, Inc.)
Existing Discussions. The Company agrees that it will immediately cease and cause to be terminated any existing activities, solicitations, discussions or negotiations with any parties conducted heretofore by the Company, its Subsidiaries or any Representatives of the Company or its Subsidiaries with respect to any Acquisition Proposal. The Company agrees that it will take the necessary steps to promptly inform the individuals or entities referred to in the first sentence hereof of the obligations undertaken in this Section 6.2 and in the Confidentiality Agreement. The Company also agrees that it will (i) promptly request each Person that has heretofore executed a confidentiality agreement in connection with its consideration of acquiring it the Company or any of its Subsidiaries Subsidiaries’ respective securities or assets, to return or destroy all confidential information heretofore furnished to such Person by or on behalf of it or any of its Subsidiaries including promptly terminating all physical and (ii) enforce and not waive the terms of electronic data room access previously granted to any such confidentiality agreementPersons.
Appears in 1 contract