Common use of No Solicitation of Other Bids Clause in Contracts

No Solicitation of Other Bids. Neither of the Seller Parties nor any of their respective members, managers, partners, equity holders or representatives shall, directly or indirectly, (i) encourage, solicit, initiate, facilitate or continue inquiries regarding an Acquisition Proposal (as hereinafter defined), (ii) enter into discussions or negotiations with, or provide any information to, any Person concerning a possible Acquisition Proposal, or (iii) enter into any agreements or other instruments (whether or not binding) regarding an Acquisition Proposal. Each of the Seller Parties shall immediately cease (or cause to be ceased) and terminate (or cause to be terminated) all existing discussions or negotiations with any Person conducted on or before the Effective Date with respect to, or that could lead to, an Acquisition Proposal. For purposes hereof, “Acquisition Proposal” means any inquiry, proposal or offer from any Person (other than Purchaser or any of its Affiliates) concerning (x) the issuance or acquisition of membership interests in Seller, (y) a merger, consolidation, liquidation, recapitalization or other business combination transaction involving Seller, or (z) the sale, lease, exchange or other disposition (whether directly or indirectly) of the Property or any portion thereof. Each of the Seller Parties agrees that the rights and remedies for noncompliance with this Section shall include having such provision specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or threatened breach shall cause irreparable injury to Purchaser and that money damages would not provide an adequate remedy to Purchaser.

No Solicitation of Other Bids. Neither of the (a) Seller Parties nor shall not, and shall not authorize or permit any of its Affiliates (including the Public Company) or any of its or their respective members, managers, partners, equity holders or representatives shallRepresentatives to, directly or indirectly, (i) encourage, solicit, initiate, facilitate or continue inquiries regarding an Acquisition Proposal (as hereinafter defined), Proposal; (ii) enter into discussions or negotiations with, or provide any information to, any Person concerning a possible Acquisition Proposal, ; or (iii) enter into any agreements or other instruments (whether or not binding) regarding an Acquisition Proposal. Each of the Seller Parties shall immediately cease (or cause to be ceased) and terminate (or cause to be terminated, and shall cause its Affiliates (including the Public Company) and all of its and their Representatives to immediately cease and cause to be terminated, all existing discussions or negotiations with any Person Persons conducted on or before the Effective Date heretofore with respect to, or that could lead to, an Acquisition Proposal. For purposes hereof, “Acquisition Proposal” means shall mean any inquiry, proposal or offer from any Person (other than Purchaser Buyer or any of its Affiliates) concerning (x) the issuance or acquisition of membership interests in Seller, (yi) a merger, consolidation, liquidation, recapitalization or other business combination transaction involving Seller, the Public Company; (ii) the issuance or acquisition of membership interests in the Public Company; or (ziii) the sale, lease, exchange or other disposition (whether directly or indirectly) of any significant portion of the Property Public Company’s properties or any portion thereof. Each of the assets. (b) Seller Parties agrees that the rights and remedies for noncompliance with this Section 5.04 shall include having such provision specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or threatened breach shall cause irreparable injury to Purchaser Buyer and that money damages would not provide an adequate remedy to PurchaserBuyer.

No Solicitation of Other Bids. Neither of the (a) Seller Parties nor shall not, and shall not authorize or permit any of its Affiliates (including the Public Company) or any of its or their respective members, managers, partners, equity holders or representatives shallRepresentatives to, directly or indirectly, (i) encourage, solicit, initiate, facilitate or continue inquiries regarding an Acquisition Proposal (as hereinafter defined), Proposal; (ii) enter into discussions or negotiations with, or provide any information to, any Person concerning a possible Acquisition Proposal, ; or (iii) enter into any agreements or other instruments (whether or not binding) regarding an Acquisition Proposal. Each of the Seller Parties shall immediately cease (or cause to be ceased) and terminate (or cause to be terminated, and shall cause its Affiliates (including the Public Company) and all of its and their Representatives to immediately cease and cause to be terminated, all existing discussions or negotiations with any Person Persons conducted on or before the Effective Date heretofore with respect to, or that could lead to, an Acquisition Proposal. For purposes hereof, “‘Acquisition Proposal” means ’ shall mean any inquiry, proposal or offer from any Person (other than Purchaser Buyer or any of its Affiliates) concerning (x) the issuance or acquisition of membership interests in Seller, (yi) a merger, consolidation, liquidation, recapitalization or other business combination transaction involving Seller, the Public Company; (ii) the issuance or acquisition of membership interests in the Public Company; or (ziii) the sale, lease, exchange or other disposition (whether directly or indirectly) of any significant portion of the Property Public Company’s properties or any portion thereof. Each of the assets. (b) Seller Parties agrees that the rights and remedies for noncompliance with this Section 5.04 shall include having such provision specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or threatened breach shall cause irreparable injury to Purchaser Buyer and that money damages would not provide an adequate remedy to PurchaserBuyer.

No Solicitation of Other Bids. Neither of the 968037.12 (a) The Seller Parties nor shall not, and shall not authorize or permit any of its Affiliates (including the Group Companies) or direct any of its or their respective members, managers, partners, equity holders or representatives shallRepresentatives to, directly or indirectly, (i) encourage, solicit, initiate, facilitate solicit or initiate or continue inquiries regarding an Acquisition Proposal (as hereinafter defined), Proposal; (ii) enter into discussions or negotiations with, or provide any information to, any Person concerning a possible Acquisition Proposal, ; or (iii) enter into any agreements or other instruments (whether or not binding) regarding an Acquisition Proposal. Each of the The Seller Parties shall immediately cease (or cause to be ceased) and terminate (or cause to be terminated, and shall cause its Affiliates (including the Company) and all of its and their Representatives to immediately cease and cause to be terminated, all existing discussions or negotiations with any Person Persons conducted on or before the Effective Date heretofore with respect to, or that could lead to, an Acquisition Proposal. For purposes hereof, “Acquisition Proposal” means shall mean any inquiry, proposal or offer from any Person (other than Purchaser Buyer or any of its Affiliates) concerning (x) the issuance or acquisition of membership interests in Seller, (y) a merger, consolidation, liquidation, recapitalization recapitalization, share exchange or other business combination transaction involving Seller, the Company or any of its Subsidiaries; (y) the issuance or acquisition of shares of capital stock or other equity securities of the Company or any of its Subsidiaries other than pursuant to management incentive plans in existence on the date of this Agreement; or (z) the sale, lease, exchange or other disposition (whether directly or indirectly) of any significant portion of the Property properties or assets of the Company or any portion thereof. Each of its Subsidiaries, other than in the Seller Parties agrees that the rights and remedies for noncompliance with this Section shall include having such provision specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or threatened breach shall cause irreparable injury to Purchaser and that money damages would not provide an adequate remedy to PurchaserOrdinary Course.

No Solicitation of Other Bids. Neither of the Seller Parties nor (a) Sellers shall not, and shall not authorize or permit any of their Affiliates (including the Company and the Subsidiaries) or any of its or their respective members, managers, partners, equity holders or representatives shallRepresentatives to, directly or indirectly, (i) encourage, solicit, initiate, facilitate or continue inquiries regarding an Acquisition Proposal (as hereinafter defined), Proposal; (ii) enter into discussions or negotiations with, or provide any information to, any Person concerning a possible Acquisition Proposal, ; or (iii) enter into any agreements or other instruments (whether or not binding) regarding an Acquisition Proposal. Each of the Seller Parties Sellers shall immediately cease (or cause to be ceased) and terminate (or cause to be terminated, and shall cause their respective Affiliates (including the Company and the Subsidiaries) and all of its and their Representatives to immediately cease and cause to be terminated, all existing discussions or negotiations with any Person Persons conducted on or before the Effective Date heretofore with respect to, or that could lead to, an Acquisition Proposal. For purposes hereof, “Acquisition Proposal” means any inquiry, proposal or offer from any Person (other than Purchaser Buyer or any of its Affiliates) concerning (x) the issuance or acquisition of membership interests in Seller, (yi) a merger, consolidation, liquidation, recapitalization or other business combination transaction involving SellerEFV, Elevation or EBIP; (ii) the issuance or acquisition of membership interests or other equity interests in EFV, Elevation or EBIP; or (ziii) the sale, lease, exchange or other disposition (whether directly or indirectly) of any significant portion of the Property properties or any portion thereof. Each assets of the Seller Parties agrees that the rights and remedies for noncompliance with this Section shall include having such provision specifically enforced by any court having equity jurisdictionEFV, it being acknowledged and agreed that any such breach Elevation or threatened breach shall cause irreparable injury to Purchaser and that money damages would not provide an adequate remedy to PurchaserEBIP.

No Solicitation of Other Bids. Neither of the (a) Seller Parties nor shall not, and shall not authorize or permit any of its controlled Affiliates (including the Company) or any of its or their respective members, managers, partners, equity holders or representatives shallRepresentatives to, directly or indirectly, (i) encourage, solicit, initiate, facilitate or continue inquiries regarding an Acquisition Proposal (as hereinafter defined), Proposal; (ii) enter into discussions or negotiations with, or provide any information to, any Person concerning a possible Acquisition Proposal, ; or (iii) enter into any agreements or other instruments (whether or not binding) regarding an Acquisition Proposal. Each of the Seller Parties shall immediately cease (or cause to be ceased) and terminate (or cause to be terminated, and shall cause its Affiliates (including the Company) and all of its and their Representatives to immediately cease and cause to be terminated, all existing discussions or negotiations with any Person Persons conducted on or before the Effective Date heretofore with respect to, or that could lead to, an Acquisition Proposal. For purposes hereof, “Acquisition Proposal” means shall mean any inquiry, proposal or offer from any Person (other than Purchaser Buyer or any of its Affiliates) concerning (x) the issuance or acquisition of membership interests in Seller, (yi) a merger, consolidation, liquidation, recapitalization or other business combination transaction involving Seller, any Acquired Company; (ii) the issuance or acquisition of equity interests in any Acquired Company; (ziii) the sale, lease, exchange or other disposition of any significant portion of the Acquired Companies’ properties or assets; or (whether directly iv) the transfer or indirectlyassignment of any Key Contract; provided that the term “Acquisition Proposal” shall not include any proposal or offer relating to a direct or indirect acquisition (including by way of merger, consolidation, recapitalization, asset sale or other similar transaction) of the Property any assets or any portion thereof. Each equity securities of Seller or its Subsidiaries, so long as none of such assets and equity securities consist of assets or equity securities of the Seller Parties agrees that the rights and remedies for noncompliance with this Section shall include having such provision specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or threatened breach shall cause irreparable injury to Purchaser and that money damages would not provide an adequate remedy to PurchaserAcquired Companies.

No Solicitation of Other Bids. Neither of the (a) Seller Parties nor shall not, and shall not authorize or permit any of their respective members, managers, partners, equity holders Affiliates or representatives shallany of their respective Representatives to, directly or indirectly, (i) encourage, solicit, initiate, facilitate or continue inquiries regarding an Acquisition Proposal (as hereinafter defined), Proposal; (ii) enter into discussions or negotiations with, or provide any information to, any Person concerning a possible Acquisition Proposal, ; or (iii) enter into any agreements or other instruments (whether or not binding) regarding an Acquisition Proposal. Each of the Seller Parties shall immediately cease (or cause to be ceased) and terminate (or cause to be terminated) , and shall cause their respective Affiliates and all of their respective Representatives to immediately cease and cause to be terminated, all existing discussions or negotiations with any Person Persons conducted on or before the Effective Date heretofore with respect to, or that could lead to, an Acquisition Proposal. For purposes hereof, “Acquisition Proposal” means shall mean any inquiry, proposal or offer from any Person (other than Purchaser Buyer or any of its Affiliates) concerning (x) the issuance or acquisition of membership interests in Seller, (yi) a merger, consolidation, liquidation, recapitalization or other business combination transaction involving Target, CMHC, CAM or any Reserve Property Seller; (ii) the issuance or acquisition of membership interests or other equity interest in Target, CMHC, CAM or any Reserve Property Seller; (ziii) the sale, lease, exchange or other disposition of any significant portion of properties or assets (whether directly or indirectlyother than sales of Target’s Coal Inventory in the ordinary course of business) of Target, CMHC or CAM; or (iv) the Property sale, lease, exchange or other disposition of any Reserve Property. Seller Parties shall promptly notify Buyer of any such inquiries or proposals received by any Seller Party, Affiliate of a Seller Party or any portion thereof. Each of the Seller Parties agrees that the rights and remedies for noncompliance with this Section shall include having their respective Representatives relating to such provision specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or threatened breach shall cause irreparable injury to Purchaser and that money damages would not provide an adequate remedy to Purchasermatters.

No Solicitation of Other Bids. Neither of the Seller Parties nor (a) The Company shall not, and shall not authorize or permit any of its Affiliates or any of its or their respective members, managers, partners, equity holders or representatives shallRepresentatives to, directly or indirectly, (i) encourage, solicit, initiate, facilitate or continue inquiries regarding an Acquisition Proposal (as hereinafter defined), Proposal; (ii) enter into discussions or negotiations with, or provide any information to, any Person concerning a possible Acquisition Proposal, ; or (iii) enter into any agreements agreement or other instruments (whether or not binding) regarding an Acquisition Proposal. Each of the Seller Parties The Company shall immediately cease (or cause to be ceased) and terminate (or cause to be terminated) , and shall cause its Affiliates and all of its and their Representatives to immediately cease and cause to be terminated, all existing discussions or negotiations with any Person Persons conducted on or before the Effective Date heretofore with respect to, or that could would reasonably be likely to lead to, an Acquisition Proposal. For purposes hereof, “Acquisition Proposal” means shall mean any inquiry, proposal or offer (whether written or oral) from any Person or group of Persons (other than Parent, Purchaser or any one or more of its their Affiliates) concerning (x) the issuance or acquisition of membership interests in Seller, (yi) a merger, consolidation, liquidation, recapitalization recapitalization, share exchange or other business combination transaction involving Seller, the Company; (ii) the issuance or acquisition of voting or equity securities of the Company (including securities convertible into or exercisable or exchangeable for voting or equity securities); or (ziii) the direct or indirect sale, lease, exchange exchange, joint venture or other disposition (whether directly or indirectlyany lease, long term supply agreement, license or other arrangement having the same economic effect as a sale) of any significant portion of the Property Company’s or any portion thereof. Each of its subsidiaries’ properties or assets (including any voting or equity securities of any of the Seller Parties agrees that the rights and remedies for noncompliance with this Section shall include having such provision specifically enforced by any court having equity jurisdiction, it being acknowledged and agreed that any such breach or threatened breach shall cause irreparable injury to Purchaser and that money damages would not provide an adequate remedy to PurchaserCompany’s subsidiaries).