No Solicitation of Transaction. The Seller shall not, and shall use its best efforts to cause its representatives not to, directly or indirectly, take any of the following actions with any person other than the Purchaser without the prior written consent of the Purchaser: (A) solicit, initiate, facilitate or encourage, or furnish information with respect to the Seller, in connection with, any inquiry, proposal or offer with respect to any merger, consolidation or other business combination involving the Seller or the acquisition of all or a substantial portion of the assets of, or any securities of, the Seller (an “Alternative Transaction”); (B) negotiate, discuss, explore or otherwise communicate or cooperate in any way with any third party with respect to any Alternative Transaction; or (C) enter into any agreement, arrangement or understanding with respect to an Alternative Transaction or requiring the Seller to abandon, terminate or refrain from consummating a transaction with the Purchaser.
Appears in 3 contracts
Samples: Asset Purchase Agreement (SpendSmart Payments Co), Goodwill Purchase Agreement (SpendSmart Payments Co), Asset Purchase Agreement (SpendSmart Payments Co)
No Solicitation of Transaction. The Seller Sellers shall not, and shall use its best efforts to cause its representatives not to, directly or indirectly, take any of the following actions with any person other than the Purchaser without the prior written consent of the Purchaser: (A) solicit, initiate, facilitate facilitate, engage in or encourage, or furnish information with respect to the SellerSellers, in connection with, any inquiry, proposal or offer with respect to any merger, consolidation or other business combination involving the Seller Sellers or the acquisition of all or a substantial portion of the assets of, or any securities of, the Seller Sellers, (an “Alternative Transaction”); (B) negotiate, discuss, explore or otherwise communicate or cooperate in any way with any third party with respect to any Alternative Transaction; or (C) enter into any agreement, arrangement or understanding with respect to an Alternative Transaction or requiring the Seller Sellers to abandon, terminate or refrain from consummating a transaction with the Purchaser.
Appears in 2 contracts
Samples: Asset Purchase Agreement (Chanticleer Holdings, Inc.), Asset Purchase Agreement (Chanticleer Holdings, Inc.)
