No Solicitation, Confidentiality, Etc Sample Clauses

No Solicitation, Confidentiality, Etc. Seller and the Company agree that, prior to July 30, 2002, neither the Company nor the Seller will (i) solicit or negotiate with respect to any inquiries or proposals relating to (x) the possible direct or indirect acquisition of the Company Stock or any other equity security of the Company or of all or a portion of the assets or business of the Company or (y) any merger, consolidation, joint venture or business combination with the Company; or (ii) discuss or disclose either this Agreement or other confidential information pertaining to the Company with any person (except as may be required by law or except as may be required in connection with the transactions contemplated by this Agreement to affiliates, officers, directors, employees and agents of the Company or Seller) without the prior written approval of Buyer. After July 30, 2002, for so long as the Closing has not occurred, Seller may so solicit and negotiate with respect to any such inquiries and proposals such transactions and discuss and disclose such information.
Sample 1Sample 2
AutoNDA by SimpleDocs
No Solicitation, Confidentiality, Etc. Sellers and the Company -------------------------------------- agree that, prior to the termination of this Agreement pursuant to Article V hereof, neither the Company nor any Seller will (i) solicit or negotiate with respect to any inquiries or proposals relating to (x) the possible direct or indirect acquisition of the Company Stock or any other equity security of the Company or of all or a portion of the assets or business of the Company or (y) any merger, consolidation, joint venture or business combination with the Company; or (ii) discuss or disclose either this Agreement or other confidential information pertaining to the Company with any person (except as may be required by law or except as may be required in connection with the transactions contemplated by this Agreement to affiliates, officers, directors, employees and agents of the Company or any of the Sellers) without the prior written approval of Buyer.
Sample 1
No Solicitation, Confidentiality, Etc. Prior to the termination of this Agreement pursuant to ARTICLE VIII hereof, neither the Company, Parent or any of their respective agents, representatives, employees, officers and/or directors will (i) solicit or negotiate with respect to any inquiries or proposals relating to (x) the possible direct or indirect acquisition of any equity security of the Company or of all or a portion of the Purchased Assets or the Business of the Company or (y) any merger, consolidation, joint venture or business combination with the Company, or (ii) discuss or disclose either this Agreement or other confidential information pertaining to the Company or with any Person (except as may be required by law or except as may be required in connection with the transactions contemplated by this Agreement to Affiliates, officers, directors, employees and agents of the Company) without the prior written approval of the Buyer. The Buyer acknowledges that the prior distribution of material regarding the Company to interested parties shall not be deemed to violate this Section 6.1(i). The Company and Parent shall advise such parties of the existence of this Agreement and shall refrain from entering into further discussions with such parties concerning the sale of the Company to the extent otherwise prohibited by this Section 6.1(i).
Sample 1
No Solicitation, Confidentiality, Etc. Prior to the termination of this Agreement pursuant to Article X hereof, neither of the Companies or Parent nor any of their respective agents, representatives, employees, officers and/or directors will (i) solicit or negotiate with respect to any inquiries or proposals relating to (x) the possible direct or indirect acquisition of any equity security of either Company, all or a portion of the Acquired Assets or the Business or (y) any merger, consolidation, joint venture or business combination with Parent or either Company (each a "Proposed Transaction"), or (ii) discuss or disclose either this Agreement or other confidential information pertaining to the Parent or either Company or any Proposed Transaction with any Person (except as may be required by law or except as may be required in connection with the transactions contemplated by this Agreement to Affiliates, officers, directors, shareholders, employees and agents of Parent and the Companies, or to stockholders of Parent to obtain Parent Stockholder Approval) without the prior written approval of the Buyer. After the Closing, upon the receipt of a written request from Buyer, Parent will promptly request each Person that has executed, within twelve (12) months prior to the date of this Agreement, a confidentiality, standstill or similar agreement in connection with its consideration of a possible acquisition transaction to return or destroy all confidential information heretofore furnished to such Person by or on behalf of the Company and Parent, and provide the Buyer of written evidence of the same.
Sample 1
No Solicitation, Confidentiality, Etc. The Selling Shareholders agree that, prior to the termination of this Agreement pursuant to Article VI hereof, the Selling Shareholders will not, (i) solicit or negotiate with respect to any inquiries or proposals relating to (x) the possible direct or indirect acquisition of the capital stock of the Company or of all or a portion of the assets or business of the Company or (y) any business combination with the Company, or (ii) discuss or disclose either this Agreement or other confidential information pertaining to the Company (except as may be required by law or except as may be required in connection with the transaction to affiliates, officers, directors, employees, agents and other professional consultants of the Company and the Selling Shareholders), with any corporation, firm, government agency, association or other person without the prior written approval of the Buyer.
Sample 1
No Solicitation, Confidentiality, Etc. The Stockholders and the Company agree that, prior to the termination of this Agreement pursuant to Article VII hereof, neither the Company or any of the Stockholders will (i) solicit or negotiate with respect to any inquiries or proposals relating to (x) the possible direct or indirect acquisition of the Shares or any other Equity Security of the Company or of all or a portion of the assets or business of the Company, or (y) any merger, consolidation, joint venture or business combination with the Company, or (ii) discuss or disclose either this Agreement or other confidential information pertaining to the Company with any Person (except as may be required by law or except as may be required in connection with the transactions contemplated by this Agreement to Affiliates, officers, directors, employees and agents of the Company or any of the Stockholders) without the prior written approval of Parent or Merger Sub. The Company and the Stockholders shall advise such parties of the existence of this Agreement and shall refrain from entering into further discussions with such parties concerning the sale of the Company or any Subsidiary of the Company to the extent otherwise prohibited by this Section 5.2(a).
Sample 1
No Solicitation, Confidentiality, Etc. Prior to the Closing or the termination of this Agreement pursuant to Section 7.0 hereof, Seller will not (i) solicit or negotiate with respect to any inquiries or proposals relating to (x) the possible direct or indirect acquisition of all or a portion of the Purchased Assets or Business, or (y) any merger, consolidation, joint venture or business combination of Seller, or (ii) discuss or disclose either this Agreement or other confidential information pertaining to the Business with any Person (except as may be required by law or except as may be required in connection with the transactions contemplated by this Agreement to Affiliates, officers, directors, employees and agents of Seller).
Sample 1
AutoNDA by SimpleDocs
No Solicitation, Confidentiality, Etc. Before the termination of this Agreement under Article VII, Seller shall not (i) solicit or negotiate with respect to any inquiries or proposals relating to the possible direct or indirect acquisition of all or a portion of the Purchased Assets; except with respect to the sale of the undeveloped land, or (ii) discuss or disclose either this Agreement or other confidential information pertaining to Seller with any Person (except as may be required by law or except as may be required in connection with the transactions contemplated by this Agreement to officers, directors, employees, and agents of Seller) without the prior written approval of Buyer. Buyer acknowledges that the prior distribution of material regarding Seller to interested parties shall not be deemed to violate this Section 5.1(g). Seller shall advise such parties of the existence of this Agreement and shall refrain from entering into further discussions with such parties concerning the sale of Seller to the extent otherwise prohibited by this Section 5.1(g).
Sample 1

Related to No Solicitation, Confidentiality, Etc

  • Non-Competition; Non-Solicitation; Confidentiality (a) While the Recipient is employed by the Company and for a period of one (1) year after the termination or cessation of such employment for any reason (the “Restricted Period”), the Recipient will not directly or indirectly:

  • Non Competition Non Solicitation and Confidentiality The Company and Executive acknowledge and agree that while Executive is employed pursuant to this Agreement, the Company will give Executive access to Confidential Information of the Company and its Affiliates to which Executive did not have access prior to signing this Agreement and which Executive may need and use during such employment, the receipt of which is hereby acknowledged by Executive; Executive will be provided under this Agreement (i) specialized training on how to perform his duties and (ii) contact with the Company’s and its Affiliates’ customers and potential customers. In consideration of all of the foregoing, the Company and Executive agree as follows:

  • Confidentiality Non Solicitation A&M and Engagement Personnel shall keep as confidential all non-public information received from the Company in conjunction with this engagement, except: (i) as requested by the Company or its legal counsel; (ii) as required by legal proceedings; or (iii) as reasonably required in the performance of this engagement. All obligations as to non-disclosure shall cease as to any part of such information to the extent that such information is, or becomes, public other than as a result of a breach of this provision. The Company, on behalf of itself and its subsidiaries and affiliates and any person which may acquire all or substantially all of its assets agrees that, until two (2) years subsequent to the termination of this engagement, it will not solicit, recruit, hire or otherwise engage any employee of A&M or any of its affiliates who worked on this engagement while employed by A&M or its affiliates (“Solicited Person”). Should the Company or any of its subsidiaries or affiliates or any person who acquires all or substantially all of its assets extend an offer of employment to or otherwise engage any Solicited Person and should such offer be accepted, A&M shall be entitled to a fee from the Company equal to the Solicited Person’s hourly client billing rate at the time of the offer multiplied by 4,000 hours for a Managing Director, 3,000 hours for a Senior Director and 2,000 hours for any other A&M employee. The Company acknowledges and agrees that this fee fairly represents the loss that A&M will suffer if the Company breaches this provision. The fee shall be payable at the time of the Solicited Person’s acceptance of employment or engagement.

  • Non Competition Confidentiality 4.1 During the term of this Agreement, the Executive may make passive investments in companies involved in industries in which the Company operates, provided any such investment does not exceed a 5% equity interest, unless Executive obtains consent to acquire an equity interest exceeding 5% by a vote of a majority of the directors.

  • Confidentiality and Non-Solicitation (a)Optionee hereby acknowledges that Optionee has or in the future may have access to the Company's trade secrets and proprietary or confidential information developed or acquired by or licensed to the Company, including, but not limited to, information regarding the Company's operations, business plans, customers or prospects, products, computer passwords or other information regarding network or systems access and research and development information, as such trade secrets and proprietary or confidential information may exist from time to time ("Confidential Information"). As consideration for the Option granted to Optionee hereunder, Optionee will not, at any time during Optionee's relationship with the Company, in whole or in part, disclose or cause any other person to disclose the Confidential Information to any other person or entity (except the Company) under any circumstances. In addition, Optionee will not, during the term of Optionee's relationship with the Company, and for a period of one (1) year thereafter, solicit or assist any other person or entity in soliciting any employee of the Company to terminate the employee's employment with the Company under any circumstances.

  • Confidentiality Non Competition Non Solicitation A. The Executive acknowledges that:

  • Confidentiality, Non-Solicitation and Non-Competition The Executive agrees that:

  • Confidentiality, Non-Solicitation and Non-Compete The Participant agrees to, understands and acknowledges the following:

  • Confidentiality, Non-Competition and Non-Solicitation Employee agrees, as a condition to Employee’s employment with the Company, to execute the Company’s standard form of Employee Non-Disclosure, Invention Release and Non-Competition Agreement attached hereto as Exhibit A.

  • Noncompetition Nonsolicitation and Confidentiality As a material inducement to continue to employ him, Employee agrees to execute the Noncompetition, Nonsolicitation and Confidentiality Agreement attached hereto as Exhibit A, the terms of which are incorporated herein by reference.

Time is Money Join Law Insider Premium to draft better contracts faster.