No Negotiation or Solicitation. Prior to the Closing Date, Seller and its Affiliates will not (and Seller will cause each of its employees, officers, representatives and agents or advisors not to and shall cause its Affiliates to cause employees, officers, representatives and agents or advisors not to) directly or indirectly (a) solicit, initiate, entertain, encourage or accept the submission of any proposal, offer or any discussions relating to or that might reasonably be expected to lead to or result in any proposal or offer from any Person relating to the direct or indirect acquisition of the Seller Business or any portion of the Purchased Assets (other than purchases of Seller Products or services from the Seller Business in the ordinary course of business consistent with past practice), or (b) participate in any discussions or negotiations regarding the Seller Business, furnish any information with respect thereto, or assist or participate in, or facilitate or encourage in any other manner any effort or attempt by any Person to do or seek any of the foregoing. Seller will notify Buyer if any Person makes any proposal, offer, inquiry or contact with respect to any of the foregoing within two (2) Business Days after receipt of any such offer or proposal, including the identity of the Person making such proposal, offer, inquiry or contact and all material terms thereof.
Appears in 4 contracts
Samples: Asset Purchase Agreement (Taronis Technologies, Inc.), Asset Purchase Agreement (Magnegas Corp), Asset Purchase Agreement (Magnegas Corp)
No Negotiation or Solicitation. Prior to the Closing Date, Seller and its Affiliates will not (and Seller will cause each of its employees, officers, representatives and agents or advisors not to and shall cause its Affiliates to cause employees, officers, representatives and agents or advisors not to) directly or indirectly (a) solicit, initiate, entertain, encourage or accept the submission of any proposal, offer or any discussions relating to or that might reasonably be expected to lead to or result in any proposal or offer from any Person relating to the direct or indirect acquisition of the Seller Engenio Business or any portion of the Purchased Assets (other than purchases of Seller Engenio Products or services from the Seller Engenio Business in the ordinary course of business consistent with past practice), or (b) participate in any discussions or negotiations regarding the Seller Engenio Business, furnish any information with respect thereto, or assist or participate in, or facilitate or encourage in any other manner any effort or attempt by any Person to do or seek any of the foregoing. Seller will notify Buyer if any Person makes any proposal, offer, inquiry or contact with respect to any of the foregoing within two (2) Business Days after receipt of any such offer or proposal, including the identity of the Person making such proposal, offer, inquiry or contact and all material terms thereof.
Appears in 3 contracts
Samples: Asset Purchase Agreement, Asset Purchase Agreement (NetApp, Inc.), Asset Purchase Agreement (Lsi Corp)
No Negotiation or Solicitation. Prior to the Closing Date, Seller and its Affiliates will not (and Seller will cause each of its employees, officers, representatives officers and agents or advisors not to and shall cause its Affiliates to cause employees, officers, representatives and agents or advisors not to) directly or indirectly (a) solicit, initiate, entertain, entertain or encourage or accept the submission of any proposal, offer or any discussions relating to or that might reasonably be expected to lead to or result in any proposal or offer from any Person relating to the direct or indirect acquisition of the Seller Optoelectronics Business or any portion of the Purchased Assets (other than purchases of Seller Products goods or services from the Seller Optoelectronics Business in the ordinary course of business consistent with past practice), or (b) participate in any discussions or negotiations regarding the Seller Optoelectronics Business, furnish any information with respect thereto, or assist or participate in, or facilitate or encourage in any other manner any effort or attempt by any Person to do or seek any of the foregoing, except as otherwise agreed herein. Seller will notify Buyer if any Person makes any proposal, offer, inquiry or contact with respect to any of the foregoing within two (2) Business Days after receipt of any such offer or proposal, including the identity of the Person making such proposal, offer, inquiry or contact and all material terms thereof.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Triquint Semiconductor Inc), Asset Purchase Agreement (Agere Systems Inc)
No Negotiation or Solicitation. Prior to the Closing Date, Seller and its Affiliates will not (and Seller will cause each of its employees, officers, representatives and agents or advisors not to and shall cause its Affiliates to cause employees, officers, representatives and agents or advisors not to) directly or indirectly (a) solicit, initiate, entertain, encourage or accept the submission of any proposal, offer or any discussions relating to or that might reasonably be expected to lead to or result in any proposal or offer from any Person relating to the direct or indirect acquisition of the Seller Foundry Business or any portion of the Purchased Assets (other than purchases of Seller Products or services from the Seller Business in the ordinary course of business consistent with past practice)Assets, or (b) participate in any discussions or negotiations regarding the Seller Foundry Business, furnish any information with respect thereto, or assist or participate in, or facilitate or encourage in any other manner any effort or attempt by any Person to do or seek any of the foregoing. Seller will notify Buyer if any Person makes any proposal, offer, inquiry or contact with respect to any of the foregoing promptly (and in any event within two (2) Business Days Days) after receipt of any such offer or proposal, including the identity of the Person making such proposal, offer, inquiry or contact and all material terms thereof.
Appears in 2 contracts
Samples: Definitive Asset Purchase Agreement, Definitive Asset Purchase Agreement (Akoustis Technologies, Inc.)
No Negotiation or Solicitation. Prior to the Closing Date, neither Seller and nor any its Affiliates will not (and Seller will cause each of its employees, officers, representatives and agents or advisors not to and shall cause its Affiliates to cause employees, officers, representatives and agents or advisors not to) directly or indirectly (a) solicit, initiate, entertain, encourage or accept the submission of any proposal, offer or any discussions relating to or that might reasonably be expected to lead to or result in any proposal or offer from any Person relating to the direct or indirect acquisition of the Seller µWave Business or any portion of the Purchased Assets (other than purchases of Seller µWave Products or services from the Seller µWave Business in the ordinary course of business consistent with past practice), or (b) participate in any discussions or negotiations regarding the Seller µWave Business, furnish any information with respect thereto, or assist or participate in, or facilitate or encourage in any other manner any effort or attempt by any Person to do or seek any of the foregoing. Seller will notify Buyer if any Person makes any proposal, offer, inquiry or contact with respect to any of the foregoing promptly (and in any event within two (2) Business Days Days) after receipt of any such offer or proposal, including the identity of the Person making such proposal, offer, inquiry or contact and all material terms thereof.
Appears in 1 contract
No Negotiation or Solicitation. Prior to the Closing DateClosing, Seller and its Affiliates will not (and Seller will take all action necessary to cause each of its employees, officers, representatives and agents or advisors not to and shall cause its Affiliates to cause employees, officers, representatives and agents or advisors not to) directly or indirectly (a) solicit, initiate, entertain, encourage or accept the submission of any proposal, offer or any discussions relating to or that might reasonably be expected to lead to or result in any proposal or offer from any Person relating to the direct or indirect acquisition of the Seller Mobility Business or any portion of the Purchased Assets (other than purchases of Seller Products or services from the Seller Mobility Business in the ordinary course of business consistent with past practice), or (b) participate in any discussions or negotiations regarding the Seller Mobility Business, furnish any information with respect thereto, or assist or participate in, or facilitate or encourage in any other manner any effort or attempt by any Person to do or seek any of the foregoing. Seller will notify Buyer if any Person makes any proposal, offer, inquiry or contact with respect to any of the foregoing within two one (21) Business Days Day after receipt of any such offer or proposal, including the identity of the Person making such proposal, offer, inquiry or contact and all material terms thereof.
Appears in 1 contract
Samples: Asset Purchase Agreement (Lsi Corp)
No Negotiation or Solicitation. Prior to From and after the date of this Agreement and until the Closing Date, neither Seller and its Affiliates will not Parent nor Seller shall (and each of Seller will Parent and Seller shall cause each of its employees, officers, representatives and agents or advisors not to and shall cause its Affiliates to cause employees, officers, representatives and agents or advisors Representatives not to) directly or indirectly (a) solicit, initiate, entertain, encourage or accept the submission of any proposal, offer or any discussions relating to or that might reasonably be expected to lead to or result in any proposal or offer from any Person relating to the direct or indirect acquisition of any Company Group Entity, the Seller Business or any portion of the Purchased Transferred Assets (other than purchases of Seller Business Products or services from the Seller Business in the ordinary course of business consistent with past practicebusiness), or (b) participate in any discussions or negotiations with any Third Party regarding the Seller Businessacquisition of any Company Group Entity, the Business or the Transferred Assets (whether directly or indirectly), furnish any information with respect thereto, or assist or participate in, or deliberately facilitate or encourage in any other manner any effort or attempt by any Person to do or seek any of the foregoing. Seller will notify Buyer if any Person makes any proposal, offer, inquiry or contact with respect to any of the foregoing promptly (and in any event within two (2) Business Days Days) after receipt of any such offer or proposal, including the identity of the Person making such proposal, offer, inquiry or contact and all material terms thereof.
Appears in 1 contract
Samples: Stock Purchase Agreement (WPP PLC)
