Common use of No Other Offers Clause in Contracts

No Other Offers. The Seller and its principal shareholders each acknowledges that Company will incur significant expense in connection with its due diligence review and preparation and negotiation of the Purchase Agreement. As a result, upon execution of this letter the Seller and the Principal Shareholder shall terminate any existing discussions or negotiations with, and shall cease to provide information to or otherwise cooperate with, any party other than Company and its representatives with respect to an Stock purchase agreement Transaction (as defined below). In addition, from and after the date hereof, none of the Seller nor any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents, will directly or indirectly encourage, solicit, initiate, have or continue any discussions or negotiations with or participate in any discussions or negotiations with or provide any information to or otherwise cooperate in any other way with, or enter into any agreement, letter of intent or agreement in principle with, or facilitate or encourage any effort or attempt by any corporation, partnership, Seller, person or other entity or group (other than Company and its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents) concerning any merger, joint venture, recapitalization, reorganization, sale of substantial assets, sale of any shares of capital stock, investment or similar transaction involving the Seller or any subsidiary or division of the Seller (each, an "Stock purchase agreement Transaction"). The Seller shall notify Company promptly of any inquiries, proposals or offers made by third parties to the Seller or any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents with respect to an Stock purchase agreement Transaction and furnish Company the terms thereof (including, without limitation, the type of consideration offered and the identity of the third party). The Seller and the Principal Shareholder shall deal exclusively with Company with respect to any possible Stock purchase agreement Transaction and Company shall have the right to match the terms of any proposed transactions in lieu of such parties.

No Other Offers. The Seller and its principal shareholders each acknowledges acknowledge that the Company has and will incur significant expense in connection with its due diligence review and preparation and negotiation of the Purchase this Agreement. As a result, upon execution of this letter after the date hereof, the Seller and the Principal Shareholder its principal shareholders shall terminate any existing discussions or negotiations with, with and shall cease to provide any information to or otherwise cooperate with, any party other than the Company and its representatives with respect to an Stock a stock purchase agreement Transaction (as defined below). In addition, from and after the date hereof, none of the Seller nor any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents, will directly or indirectly encourage, solicit, initiate, have or continue any discussions or negotiations with or participate in any discussions or negotiations with or provide any information to or otherwise cooperate in any other way with, or enter into any agreement, letter of intent or agreement in principle with, or facilitate or of encourage any effort or attempt by any corporation, partnership, Seller, person or other entity or group person (other than the Company and its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agentsaffiliates and representatives) concerning any merger, joint venture, recapitalization, reorganization, sale of substantial assets, sale of any shares of capital stock, investment or similar transaction involving the Seller or any subsidiary or of division of the Seller (each, an a "Stock purchase agreement Purchase Agreement Transaction"). The Seller shall will notify the Company promptly of any inquiries, proposals or offers made by third parties to the Seller or any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, directors or employees, members, managers, representatives or agents with respect to an a Stock purchase agreement Purchase Agreement Transaction and furnish the Company with the terms thereof (including, without limitation, the type of consideration offered and the identity of the third party). The Seller and the Principal Shareholder its principal shareholders shall deal exclusively with the Company with respect to any possible Stock purchase agreement Purchase Agreement Transaction and the Company shall have the right to match the terms of any proposed transactions in lieu of such parties.

No Other Offers. The Seller Company and its principal shareholders the Principal Shareholder each acknowledges that Company the Purchaser will incur significant expense in connection with its due diligence review and preparation and negotiation of the Purchase Agreement. As a result, upon execution of this letter the Seller Company and the Principal Shareholder shall terminate any existing discussions or negotiations with, and shall cease to provide information to or otherwise cooperate with, any party other than Company the Purchaser and its representatives with respect to an Stock purchase agreement Acquisition Transaction (as defined below). In addition, from and after the date hereof, none of the Seller Company nor any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents, will directly or indirectly encourage, solicit, initiate, have or continue any discussions or negotiations with or participate in any discussions or negotiations with or provide any information to or otherwise cooperate in any other way with, or enter into any agreement, letter of intent or agreement in principle with, or facilitate or encourage any effort or attempt by any corporation, partnership, Sellercompany, person or other entity or group (other than Company the Purchaser and its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents) concerning any merger, joint venture, recapitalization, reorganization, sale of substantial assets, sale of any shares of capital stock, investment or similar transaction involving the Seller Company or any subsidiary or division of the Seller Company (each, an "Stock purchase agreement Acquisition Transaction"). The Seller Company shall notify Company the Purchaser promptly of any inquiries, proposals or offers made by third parties to the Seller Company or any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents with respect to an Stock purchase agreement Acquisition Transaction and furnish Company the Purchaser the terms thereof (including, without limitation, the type of consideration offered and the identity of the third party). The Seller Company and the Principal Shareholder shall deal exclusively with Company the Purchaser with respect to any possible Stock purchase agreement Acquisition Transaction and Company the Purchaser shall have the right to match the terms of any proposed transactions in lieu of such parties.

No Other Offers. The Seller and its principal shareholders each HighCom acknowledges that Company BlastGard will incur significant expense in connection with its due diligence review and preparation and negotiation of the Stock Purchase Agreement. As a result, upon execution of this letter the Seller and the Principal Shareholder Letter of Intent, HighCom shall terminate any existing discussions or negotiations with, and shall cease to provide information to or otherwise cooperate with, any party other than Company BlastGard and its shareholders, subsidiaries or affiliates, or any of Blastgard's officers, directors, employees, members, managers, representatives or agents with respect to an a Stock purchase agreement Transaction (as defined below)Purchase Agreement. In addition, from and after the date hereof, none of the Seller neither HighCom nor any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents, will directly or indirectly encourage, solicit, initiate, have or continue any discussions or negotiations with or participate in any discussions or negotiations with or provide any information to or otherwise cooperate in any other way with, or enter into any agreement, letter of intent or agreement in principle with, or facilitate or encourage any effort or attempt by any corporation, partnership, Sellercompany, person or other entity or group (other than Company and its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents) concerning any merger, joint venture, recapitalization, reorganization, sale of substantial assets, sale of any shares of assets or capital stockassets, investment or similar transaction involving the Seller HighCom or any subsidiary or division of the Seller HighCom (each, an "Stock purchase agreement Asset Agreement Transaction"). The Seller HighCom shall notify Company BlastGard promptly of any inquiries, proposals or offers made by third parties to the Seller HighCom or any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents with respect to an Stock purchase agreement Asset Agreement Transaction and furnish Company BlastGard the terms thereof (thereof; including, without limitation, the type of consideration offered and the identity Identity of the third party). The Seller and the Principal Shareholder HighCom shall deal exclusively with Company BlastGard with respect to any possible Stock purchase agreement Transaction agreement. In consideration of this Blastgard shall pay Mx. Xxxxx the sum of $25,000 upon signing of this Letter of Intent and Company Mx. Xxxxx shall have the right agree to match the terms of any proposed transactions in lieu of such parties.sign a non-compete..

No Other Offers. The Seller and its principal shareholders each Company acknowledges that Company the Prospective Purchaser will incur significant expense in connection with its due diligence review and preparation and negotiation of the Purchase Definitive Agreement. As a result, upon execution of this letter Memorandum of Intent, the Seller and the Principal Shareholder Company shall terminate any existing discussions or negotiations with, and shall cease to provide information to or otherwise cooperate with, any party other than Company the Prospective Purchaser and its representatives with respect to an Stock purchase agreement any Prospective Acquisition Transaction (as defined below). In addition, from and after the date hereofhereof until the Termination Date, none of the Seller Company nor any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents, will directly or indirectly encourage, solicit, initiate, have or continue any discussions or negotiations with or participate in any discussions or negotiations with or provide any information to or otherwise cooperate in any other way with, or enter into any agreement, letter memorandum of intent or agreement in principle with, or facilitate or encourage any effort or attempt by any corporation, partnership, Sellercompany, person or other entity or group (other than Company the Prospective Purchaser and its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents) concerning any mergerAcquisition Format, joint venture, recapitalization, reorganization, sale of substantial assets, sale of any shares of capital stock, investment or similar transaction involving the Seller Company or any subsidiary or division of the Seller Company (each, an a "Stock purchase agreement Prospective Acquisition Transaction"). The Seller Company shall notify Company the Prospective Purchaser promptly of any inquiries, proposals or offers made by third parties to the Seller Company or any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents with respect to an Stock purchase agreement a Prospective Acquisition Transaction and furnish Company the Prospective Purchaser the terms thereof (including, without limitation, the type of consideration offered and the identity of the third party). The Seller and the Principal Shareholder Company shall deal exclusively with Company the Prospective Purchaser with respect to any possible Stock purchase agreement Prospective Acquisition Transaction and Company the Prospective Purchaser shall have the right to match the terms of any proposed transactions in lieu of such third parties.

No Other Offers. The Seller and its principal shareholders each Company acknowledges that Company the Prospective Purchaser will incur significant expense in connection with its due diligence review and preparation and negotiation of the Purchase Definitive Agreement. As a result, upon execution of this letter Memorandum of Intent, the Seller and the Principal Shareholder Company shall terminate any existing discussions or negotiations with, and shall cease to provide information to or otherwise cooperate with, any party other than Company the Prospective Purchaser and its representatives with respect to an Stock purchase agreement any Prospective Acquisition Transaction (as defined below). In addition, from and after the date hereofhereof until the Termination Date, none of the Seller Company nor any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents, will directly or indirectly encourage, solicit, initiate, have or continue any discussions or negotiations with or participate in any discussions or negotiations with or provide any information to or otherwise cooperate in any other way with, or enter into any agreement, letter memorandum of intent or agreement in principle with, or facilitate or encourage any effort or attempt by any corporation, partnership, Sellercompany, person or other entity or group (other than Company the Prospective Purchaser and its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents) concerning any mergerAcquisition Format, joint venture, recapitalization, reorganization, sale of substantial assets, sale of any shares of capital stock, investment or similar transaction involving the Seller Company or any subsidiary or division of the Seller Company (each, an "Stock purchase agreement a “Prospective Acquisition Transaction"”). The Seller Company shall notify Company the Prospective Purchaser promptly of any inquiries, proposals or offers made by third parties to the Seller Company or any of its shareholders, subsidiaries or affiliates, or any of their respective officers, directors, employees, members, managers, representatives or agents with respect to an Stock purchase agreement a Prospective Acquisition Transaction and furnish Company the Prospective Purchaser the terms thereof (including, without limitation, the type of consideration offered and the identity of the third party). The Seller and the Principal Shareholder Company shall deal exclusively with Company the Prospective Purchaser with respect to any possible Stock purchase agreement Prospective Acquisition Transaction and Company the Prospective Purchaser shall have the right to match the terms of any proposed transactions in lieu of such third parties.