Common use of No Solicitation of Other Proposals Clause in Contracts

No Solicitation of Other Proposals. (a) From the Effective Date until the earlier of the Effective Time or the termination of this Agreement in accordance with its terms, neither the Company nor any Stockholder Party shall, nor shall such Person permit any of their respective Affiliates or Subsidiaries to authorize or permit any of its respective stockholders, directors, officers, employees, consultants, advisors, representatives or agents (collectively, the “Company Representatives”) to, directly or indirectly, (i) solicit, initiate, entertain, knowingly facilitate or encourage, or take any action to solicit, initiate, entertain or knowingly facilitate or encourage, any inquiries regarding or the making of any proposal or offer that constitutes or would reasonably be expected to result in an Acquisition Proposal (as defined herein) or (ii) participate or engage in any discussions or negotiations with, or provide any information to or take any other action with the intent to facilitate the efforts of, any Person concerning any Acquisition Proposal or any inquiry which would reasonably be expected to result in an Acquisition Proposal. For purposes of this Agreement, the term “

Appears in 3 contracts

Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Google Inc.), Agreement and Plan of Merger (Google Inc.)

AutoNDA by SimpleDocs

No Solicitation of Other Proposals. (a) From the Effective Date date hereof until the earlier to occur of the Effective Time or Closing and the termination of this Agreement in accordance with pursuant to its terms, neither the Company nor any Stockholder Party shallSeller shall not, nor shall such Person Seller permit the Company or any of its Affiliates to, nor shall it authorize, direct or permit any of their respective Affiliates or Subsidiaries to authorize or permit any of its respective stockholders, directors, officers, employees, consultants, advisors, representatives or agents (collectively, the “Company Seller Representatives”) to, directly or indirectly, (i) solicit, facilitate, initiate, entertain, knowingly facilitate or encourage, encourage or take any action to solicit, initiatefacilitate, entertain initiate or knowingly facilitate or encourage, any inquiries or communications regarding or the making of any proposal or offer that constitutes or would reasonably be expected to result in may constitute an Acquisition Proposal (as defined herein) Proposal, or (ii) participate or engage in any discussions or negotiations with, or provide any information to or take any other action with the intent to facilitate the efforts of, any Person concerning any possible Acquisition Proposal or any inquiry or communication which would reasonably be expected to result in an Acquisition Proposal. For purposes of this Agreement, the term “

Appears in 2 contracts

Samples: Stock Purchase Agreement (Medicis Pharmaceutical Corp), Stock Purchase Agreement (Solta Medical Inc)

No Solicitation of Other Proposals. (a) From the Effective Date date hereof until the earlier of the Effective Time or the termination of this Agreement in accordance with its terms, neither the Company nor any Stockholder Party shallshall not, nor shall such Person the Company permit any of their respective its Affiliates or Subsidiaries to to, nor shall it authorize or permit any of its or their respective stockholders, directors, officers, employees, consultants, advisors, representatives or agents (collectively, the “Company Representatives”) to), directly or indirectly, (i) solicit, facilitate, initiate, entertain, knowingly facilitate or encourage, encourage or take any action to solicit, facilitate, initiate, entertain or knowingly facilitate or encourage, any inquiries or communications regarding or the making of any proposal or offer that constitutes or would reasonably be expected to result in may constitute an Acquisition Proposal (as defined herein) ), or (ii) participate or engage in any discussions or negotiations with, or provide any information to or take any other action with the intent to facilitate the efforts of, any Person concerning any possible Acquisition Proposal or any inquiry or communication which would might reasonably be expected to result in an Acquisition Proposal. For purposes of this Agreement, the term “

Appears in 1 contract

Samples: Agreement and Plan of Merger (Orthofix International N V)

No Solicitation of Other Proposals. (a) From the Effective Date date hereof until the earlier of the Effective Time or the termination of this Agreement in accordance with its terms, neither the Company nor any Stockholder Party shallshall not, nor shall such Person it permit any of their respective its Affiliates or Subsidiaries to to, nor shall it authorize or permit any of its or their respective stockholders, directors, officers, employees, consultants, advisors, representatives or agents (collectively, the “Company Representatives”) to, directly or indirectly, (i) solicit, facilitate, initiate, entertain, knowingly facilitate or encourage, encourage or take any action to solicit, facilitate, initiate, entertain or knowingly facilitate or encourage, any inquiries or communications regarding or the making of any proposal or offer that constitutes or would reasonably be expected to result in may constitute an Acquisition Proposal (as defined herein) or (ii) participate or engage in any discussions or negotiations with, or provide any information to or take any other action with the intent to facilitate the efforts of, any Person concerning any possible Acquisition Proposal or any inquiry or communication which would might reasonably be expected to result in an Acquisition Proposal. For purposes of this Agreement, the term “

Appears in 1 contract

Samples: Agreement and Plan of Merger (Investools Inc)

AutoNDA by SimpleDocs

No Solicitation of Other Proposals. (a) From the Effective Date date hereof until the earlier to occur of the Effective Time or and the termination of this Agreement in accordance with pursuant to its terms, neither the Company nor any Stockholder Party shallshall not, nor shall such Person the Company permit any of their respective its Affiliates or Subsidiaries to authorize to, nor shall it authorize, direct or permit any of its respective stockholdersEquityholders, directors, officers, employees, consultants, advisors, representatives or agents (collectively, with Affiliates of the Company, the “Company Representatives”) to, directly or indirectly, (i) solicit, facilitate, initiate, entertain, knowingly facilitate or encourage, encourage or take any action to solicit, initiatefacilitate, entertain initiate or knowingly facilitate or encourage, any inquiries or communications regarding or the making of any proposal or offer that constitutes or would reasonably be expected to result in may constitute an Acquisition Proposal (as defined herein) Proposal, or (ii) participate or engage in any discussions or negotiations with, or provide any information to or take any other action with the intent to facilitate the efforts of, any Person concerning any possible Acquisition Proposal or any inquiry or communication which would reasonably be expected to result in an Acquisition Proposal. For purposes of this Agreement, the term “

Appears in 1 contract

Samples: Agreement and Plan of Merger (Medicis Pharmaceutical Corp)

No Solicitation of Other Proposals. (a) From the Effective Date date hereof until the earlier of the Effective Time or the termination of this Agreement in accordance with its terms, neither the Company nor any Stockholder Party shallshall not, nor shall such Person permit any of their respective Affiliates or Subsidiaries to it authorize or permit any of its respective stockholdersSubsidiaries, directors, officers, employees, consultants, advisors, representatives or agents agents, or any Stockholder party to the Consent Agreement (collectively, the “Company Representatives”) ), to, directly or indirectly, (i) solicit, facilitate, initiate, entertain, knowingly facilitate or encourage, encourage or take any action to solicit, initiatefacilitate, entertain or knowingly facilitate initiate or encourage, any inquiries or communications regarding or the making of any proposal or offer that constitutes or would reasonably be expected to result in may constitute an Acquisition Proposal (as defined herein) or (ii) participate or engage in any discussions or negotiations with, or provide any information to or take any other action with the intent to facilitate the efforts of, any Person concerning any possible Acquisition Proposal or any inquiry or communication which would might reasonably be expected to result in an Acquisition Proposal. For purposes of this Agreement, the term “

Appears in 1 contract

Samples: Agreement and Plan of Merger (AOL Inc.)

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