No Competing Transactions Sample Clauses

No Competing Transactions. The Sole Stockholder and/or the Company shall not have engaged in any Competing Transaction since the execution of any letter of intent or memorandum of understanding relating to the transactions contemplated by this Agreement or from and after the date on which the first draft of this Agreement was delivered to counsel for the Company, whichever is earlier. The Company and the Sole Stockholder agree that they shall not, individually or in the aggregate, engage in or conduct any discussions relating to any Competing Transaction.
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No Competing Transactions. The Company and the Stockholders agree that they shall not, individually or in the aggregate, engage in or conduct any discussions relating to any Competing Transaction.
No Competing Transactions. Stockholders and/or the Company have not engaged in any Competing Transaction since the execution of the term sheet relating to the transactions contemplated by this Agreement. From the date of this Agreement until the Closing Date, the Company and Stockholders agree that they shall not, individually or in the aggregate, engage in or conduct any discussions relating to any Competing Transaction.
No Competing Transactions. As at the date of this Agreement: (a) no member of the Abano Group is, directly or indirectly, participating in, encouraging or continuing any discussions or negotiations in relation to, or which may reasonably be expected to lead to, a Competing Transaction; and (b) any due diligence access granted to any Third Party for the purposes of such Third Party making, formulating, developing or finalising, or assisting in the making, formulation, development or finalisation of, a Competing Transaction has been terminated.
No Competing Transactions. Sellers shall not, and shall cause the their Representatives not to: (a) initiate, solicit or encourage any inquiries concerning an Acquisition Proposal or a Competing Transaction; (b) engage in any negotiations concerning, or provide any confidential information or data to, or have any discussions with, any Person relating to an Acquisition Proposal or a Competing Transaction; (c) facilitate any effort or attempt to make or implement an Acquisition Proposal; or (d) consummate or agree or commit to consummate an Acquisition Proposal or a Competing Transaction. Sellers shall, and shall cause their Representatives to, immediately cease or cause to be terminated any existing activities, discussions or negotiations with any Person relating to any of the foregoing activities.
No Competing Transactions. Each of 3DV and RDC agree that prior to the expiration of the Option Period it will not enter into any agreements, understanding, arrangement or negotiations with any third party, or otherwise subject any of the business or assets of 3DV to any claims or rights of third parties, that are inconsistent with or otherwise conflicts with the rights of VSI under this Section 3. Without limiting the generality of the foregoing, RDC agrees until the expiration of the Option Period not to transfer, assign, convey, pledge or otherwise dispose of any of the RDC Shares or any right or interest in or to the RDC Shares, including any beneficial right or interest in or to the RDC Shares or any proceeds thereof.

Related to No Competing Transactions

  • Interested Party Transactions 26 2.19 Insurance............................................................... 26

  • No Speculative Transactions No Credit Party shall engage in any transaction involving commodity options, futures contracts or similar transactions, except solely to hedge against fluctuations in the prices of commodities owned or purchased by it and the values of foreign currencies receivable or payable by it and interest swaps, caps or collars.

  • Interested Transactions An Indemnitee shall not be denied indemnification in whole or in part under this Section 7.7 because the Indemnitee had an interest in the transaction with respect to which the indemnification applies if the transaction was otherwise permitted by the terms of this Agreement.

  • Speculative Transactions Engage, or permit any of its Subsidiaries to engage, in any transaction involving commodity options or futures contracts or any similar speculative transactions.

  • Excluded Transactions The Company shall not be obligated to effect any registration of Registrable Securities under this Section 2.1 incidental to the registration of any of its Securities in connection with: (i) the IPO; (ii) a registration statement filed to cover issuances under employee benefits plans or dividend reinvestment plans; or (iii) any registration statement relating solely to the acquisition or merger after the date hereof by the Company or any of its Subsidiaries of or with any other businesses.

  • No Contemplation of a Business Combination The Company has not identified any Business Combination target (each a “Target Business”) and it has not, nor has anyone on its behalf, initiated any substantive discussions, directly or indirectly, with any Business Combination target.

  • Prohibition of Short Sales and Hedging Transactions The Investor agrees that beginning on the date of this Agreement and ending on the date of termination of this Agreement as provided in Section 11, the Investor and its agents, representatives and affiliates shall not in any manner whatsoever enter into or effect, directly or indirectly, any (i) “short sale” (as such term is defined in Rule 200 of Regulation SHO of the Exchange Act) of the Common Stock or (ii) hedging transaction, which establishes a net short position with respect to the Common Stock.

  • Permitted Transactions The Member is free to engage in any activity on its own or by the means of any entity. The Member’s fiduciary duty of loyalty, as it applies to outside business activities and opportunities, and the “corporate opportunity doctrine,” as such doctrine may be described under general corporation law, is hereby eliminated to the maximum extent allowed by the Act.

  • Restricted Transactions From the date hereof until the earlier of i) 120 days after the date of this Agreement or ii) the date that the Holder holds less than 10% of the Securities being sold to the Buyer in this offering remain outstanding, including Conversion Shares, neither the Company nor any of its affiliates or subsidiaries, nor any of its or their respective officers, employees, directors, agents or other representatives, will, without the prior written consent of the Buyer, directly or indirectly, solicit, accept, enter into, announce, or otherwise cooperate in any way, assist or participate in or facilitate or encourage, any exchange (i) of any security of the Company or any of its subsidiaries for any other security of the Company or any of its subsidiaries, except to the extent (x) consummated pursuant to an exchange registered under a registration statement of the Company filed pursuant to the 1933 Act and declared effective by the SEC or (y) such exchange is exempt from registration pursuant to an exemption provided under the 1933 Act (other than Section 3(a)(10) of the 0000 Xxx) or (ii) of any indebtedness or other securities of the Company or any of its subsidiaries relying on the exemption provided by Section 3(a)(10) of the 1933 Act. Notwithstanding the foregoing or anything contained herein to the contrary, neither the Company nor any of its affiliates or subsidiaries, nor any of its or their respective officers, employees, directors, agents or other representatives, will, without the prior written consent of the Buyer (which consent may be withheld, delayed or conditioned in the Buyer’s sole discretion), directly or indirectly, cooperate in any way, assist or participate in, facilitate or encourage any effort or attempt by any third party to effect any acquisition of securities of the Company by such third party from an existing holder of such securities in connection with a proposed exchange of such securities of the Company (whether pursuant to Section 3(a)(9) or 3(a)(10) of the 1933 Act or otherwise).

  • CONTINUING CONNECTED TRANSACTIONS NEW LEASE AGREEMENT

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