No Withdrawal of Recommendation. Except as set forth in Section 6.13(c), no Non-Solicit Party shall: (i) withdraw, qualify or modify, in a manner adverse to Parent or Merger Sub, the Board Recommendation; (ii) fail to announce publicly, within 10 Business Days after a tender offer or exchange offer relating to any securities of the Company Entities has been commenced, that the Company Board recommends rejection of such tender or exchange offer; (iii) fail to include the Board Recommendation in the Information Statement distributed to the Unitholders in connection with the Transactions; (iv) approve, adopt or recommend any Alternative Proposal; or (v) resolve or publicly propose to do any of the foregoing (any such prohibited action described in clause 6.13(b)(i) through this clause 6.13(b)(v) being referred to as a "Withdrawal of Recommendation"); provided that the making of any determination of the Company Board (or any committee thereof) to provide, or the provision of, a Superior Proposal Notice in compliance with the terms of this Agreement shall not, in and of itself, be deemed a Withdrawal of Recommendation.
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Samples: Merger Agreement (Niska Gas Storage Partners LLC), Merger Agreement
No Withdrawal of Recommendation. Except as set forth in Section 6.13(c6.4(c), no MLP Non-Solicit Party shall:
(i) withdraw, qualify or modify, in a manner adverse to Parent, Parent GP or Merger Sub, the Board Recommendation;
(ii) fail to announce publicly, within 10 Business Days after a tender offer or exchange offer relating to any securities of the Company Entities MLP has been commenced, that the Company MLP GP Board recommends rejection of such tender or exchange offer;
(iii) fail to include the Board Recommendation in the Information Proxy Statement distributed to the Unitholders in connection with the Transactions;
(iv) make any other public statement that is inconsistent with the Board Recommendation;
(v) approve, adopt or recommend any Alternative Proposal; or
(vvi) resolve or publicly propose to do any of the foregoing (any such prohibited action described in clause 6.13(b)(i6.4(b)(i) through this clause 6.13(b)(v6.4(b)(vi) being referred to as a "“Withdrawal of Recommendation"”); provided that the making of any determination of the Company MLP GP Board (or any committee thereof) to provide, or the provision of, a Superior Proposal Notice or an Intervening Event Notice in compliance with the terms of this Agreement shall not, in and of itself, be deemed a Withdrawal of Recommendation.
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No Withdrawal of Recommendation. Except as set forth in Section 6.13(c6.4(c), no MLP Non-Solicit Party shall:
(i) withdraw, qualify or modify, in a manner adverse to Parent or Merger Sub, the Board Recommendation;
(ii) fail to announce publicly, within 10 Business Days after a tender offer or exchange offer relating to any securities of the Company Entities MLP has been commenced, that the Company MLP GP Board recommends rejection of such tender or exchange offer;
(iii) fail to include the Board Recommendation in the Information Statement distributed to the Unitholders in connection with the Transactions;
(iv) make any other public statement that is inconsistent with the Board Recommendation;
(v) approve, adopt or recommend any Alternative Proposal; or
(vvi) resolve or publicly propose to do any of the foregoing (any such prohibited action described in clause 6.13(b)(i6.4(b)(i) through this clause 6.13(b)(v6.4(b)(vi) being referred to as a "“Withdrawal of Recommendation"”); provided that the making of any determination of the Company MLP GP Board (or any committee thereof) to provide, or the provision of, a Superior Proposal Notice or an Intervening Event Notice in compliance with the terms of this Agreement shall not, in and of itself, be deemed a Withdrawal of Recommendation.
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Samples: Merger Agreement (PetroLogistics LP)