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Common use of No Solicitation, Etc Clause in Contracts

No Solicitation, Etc. (a) Home and Home Bank shall not, and shall cause each of their respective officers, directors, employees, agents, legal and financial advisors and Affiliates not to, directly or indirectly, solicit, initiate or, except as contemplated by Section 6.2(b) hereof, encourage, entertain or enter into any agreement or agreement in principle, or announce any intention to do any of the foregoing, with respect to any Alternative Transaction, other than the Alternative Transaction contemplated by this Agreement. (b) Home or Home Bank shall not, and shall cause each of its officers, directors, employees, agents, legal and financial advisors and Affiliates not to, directly or indirectly, participate in any negotiations or discussions regarding, or furnish any information with respect to, or otherwise cooperate in any way in connection with, or assist or participate in, facilitate or encourage, any effort or attempt to effect, any Alternative Transaction with or involving any Person other than CU or CU Bank, unless Home or Home Bank shall have received an unsolicited written offer from a Person other than CU or CU Bank to effect an Alternative Transaction and the Board of Directors of Home determines, based on an opinion of counsel, that in the exercise of the fiduciary obligations of the Board of Directors such information should be provided to or such discussions or negotiations undertaken with the Person submitting such unsolicited written offer. (c) Home will promptly communicate to CU the terms of any proposal which it may receive in respect of any Alternative Transaction and will keep CU informed as to the status of any actions, including negotiations or discussions, taken pursuant to subsection (b) of this Section 6.2.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Cu Bancorp), Reorganization Agreement (Home Interstate Bancorp)

No Solicitation, Etc. (a) Home CU and Home CU Bank shall not, and shall cause each of their respective officers, directors, employees, agents, legal and financial advisors and Affiliates not to, directly or indirectly, solicit, initiate or, except as contemplated by Section 6.2(b7.2(b) hereof, encourage, entertain or enter into any agreement or agreement in principle, or announce any intention to do any of the foregoing, with respect to any Alternative Transaction, other than the Alternative Transaction contemplated by this Agreement. (b) Home CU or Home CU Bank shall not, and shall cause each of its officers, directors, employees, agents, legal and financial advisors and Affiliates not to, directly or indirectly, participate in any negotiations or discussions regarding, or furnish any information with respect to, or otherwise 42 50 cooperate in any way in connection with, or assist or participate in, facilitate or encourage, any effort or attempt to effect, effect any Alternative Transaction with or involving any Person other than Home or Home Bank, unless CU or CU Bank, unless Home or Home Bank shall have received an unsolicited written offer from a Person other than CU Home or CU Home Bank to effect an Alternative Transaction and the Board of Directors of Home CU determines, based on an opinion of counsel, that in the exercise of the fiduciary obligations of the Board of Directors such information should be provided to or such discussions or negotiations undertaken with the Person submitting such unsolicited written offer. (c) Home CU will promptly communicate to CU Home the terms of any proposal which it may receive in respect of any Alternative Transaction and will keep CU Home informed as to the status of any actions, including negotiations or discussions, taken pursuant to subsection (b) of this Section 6.27.2.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Cu Bancorp)

No Solicitation, Etc. (a) Home CU and Home CU Bank shall not, and shall cause each of their respective officers, directors, employees, agents, legal and financial advisors and Affiliates not to, directly or indirectly, solicit, initiate or, except as contemplated by Section 6.2(b7.2(b) hereof, encourage, entertain or enter into any agreement or agreement in principle, or announce any intention to do any of the foregoing, with respect to any Alternative Transaction, other than the Alternative Transaction contemplated by this Agreement. (b) Home CU or Home CU Bank shall not, and shall cause each of its officers, directors, employees, agents, legal and financial advisors and Affiliates not to, directly or indirectly, participate in any negotiations or discussions regarding, or furnish any information with respect to, or otherwise cooperate in any way in connection with, or assist or participate in, facilitate or encourage, any effort or attempt to effect, effect any Alternative Transaction with or involving any Person other than Home or Home Bank, unless CU or CU Bank, unless Home or Home Bank shall have received an unsolicited written offer from a Person other than CU Home or CU Home Bank to effect an Alternative Transaction and the Board of Directors of Home CU determines, based on an opinion of counsel, that in the exercise of the fiduciary obligations of the Board of Directors such information should be provided to or such discussions or negotiations undertaken with the Person submitting such unsolicited written offer. (c) Home CU will promptly communicate to CU Home the terms of any proposal which it may receive in respect of any Alternative Transaction and will keep CU Home informed as to the status of any actions, including negotiations or discussions, taken pursuant to subsection (b) of this Section 6.27.2.

Appears in 1 contract

Samples: Reorganization Agreement (Home Interstate Bancorp)