Notice of unsolicited approach Sample Clauses

Notice of unsolicited approach. (a) During the Exclusivity Period, Envestra must within 3 Business Days notify APA in writing if it becomes aware of: (i) the existence of any bona fide Competing Proposal which Envestra (acting reasonably) considers to be, or to be capable of becoming, a Superior Proposal; or (ii) the provision by Envestra of any material confidential information concerning the business or operations of Envestra or the Envestra Group to a third party making or proposing a Competing Proposal (or its Representatives) in connection with a Competing Proposal. For the avoidance of doubt, Envestra may only provide confidential information to a third party making or proposing a Competing Proposal (or its Representatives) in connection with a Competing Proposal as described in paragraph (ii) above if the Competing Proposal is an Unsolicited Competing Proposal. (b) A notification given under clause 11.3(a) must include the identity of the relevant person making or proposing the relevant Competing Proposal, together with all material terms and conditions of the Competing Proposal as well as any update or variation to the terms and conditions.
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Notice of unsolicited approach. During the Exclusivity Period, each party must promptly inform the other party if it, or any of its Related Bodies Corporate or Representatives: (a) receives any unsolicited approach with respect to any Competing Transaction and subject to clause 9.7 must disclose all material details of the Competing Transaction to the other party, including details of the proposed bidder or acquirer; (b) receives any request for information relating to EXG, SPI or any of their Related Bodies Corporate or any of their businesses or operations or any request for access to the books or records of EXG, SPI or any of their Related Bodies Corporate, which EXG or SPI has reasonable grounds to suspect may relate to a current or future Competing Transaction; and (c) provides any information relating to EXG, SPI or any of their Related Bodies Corporate or any of their businesses or operations to any person in connection with or for the purposes of a current or future Competing Transaction.
Sample 1
Notice of unsolicited approach. During the Exclusivity Period, MSF must promptly inform Mitr Phol if it or any of its Related Bodies Corporate or Representatives: (a) receives any unsolicited approach with respect to any Competing Transaction which is or which is reasonably likely to develop into a Superior Proposal and must disclose to Mitr Phol the material details of the Competing Transaction, including details of the proposed bidder or acquirer; (b) receives any request for information relating to MSF or any of its Related Bodies Corporate or any of their businesses or operations or any request for access to the books or records of MSF or any of its Related Bodies Corporate, which MSF has reasonable grounds to suspect may relate to a current or future Competing Transaction; and (c) provides any information relating to MSF or any of its Related Bodies Corporate or any of their businesses or operations to any person in connection with or for the purposes of a current or future Competing Transaction.
Sample 1
Notice of unsolicited approach. During the Exclusivity Period, provided that the BBI Directors have not determined, in good faith and acting reasonably, and after receiving written advice from reputable external counsel, that taking any of the actions referred to in this clause 9.4 would constitute a breach by the BBI Directors of their director statutory or fiduciary duties, BBI must promptly inform Brookfield if it or any of its Related Bodies Corporate or Representatives: (a) receives any unsolicited approach or subsequent proposal or offer with respect to any Competing Transaction (“Approach”) and must disclose to Brookfield the fact that such an approach or subsequent proposal or offer has been made and all material details of the Approach, including details of the proposed bidder or acquirer, the form of the transaction, and the material terms thereof including any pricing; (b) receives any request for information relating to BBI or any of its Related Bodies Corporate or any of their businesses or operations or any request for access to the books or records of BBI or any of its Related Bodies Corporate, which BBI has reasonable grounds to suspect may relate to a current or future Competing Transaction; and (c) provides any information relating to BBI or any of its Related Bodies Corporate or any of their businesses or operations to any person in connection with or for the purposes of a current or future Competing Transaction.
Sample 1
Notice of unsolicited approach. Subject to any obligation of confidentiality during the Exclusivity Period, QTMB must promptly inform RACQ if it, or any of its Related Bodies Corporate or Representatives, receives any unsolicited approach with respect to any Competing Transaction and must disclose to RACQ the fact that such an approach has been made and the general nature of the approach.
Sample 1
Notice of unsolicited approach. (a) During the Exclusivity Period, SMX and Lionheart must promptly (and in any event within 24 hours) inform the other party if it or, to its knowledge, any of its Representatives, or in the case of SMX, Parent or any of its Representatives: (i) receives any approach with respect to in the case of SMX or Parent, any SMX Competing Transaction and in the case of Lionheart, any Lionheart Competing Transaction; (ii) receives any request for information in the case of SMX or Parent, relating to any member of the SMX Group or their business or operations or in the case of Lionheart, relating to any member of the Lionheart Group any of their businesses or operations or any request for access to any non-public information in the case of SMX or Parent, in respect of any member of the SMX Group or their business or operations or in the case of Lionheart, in respect of any member of the Lionheart Group or their business or operations in connection with in the case of SMX or Parent, a current or future SMX Competing Transaction or in the case of Lionheart, a current or future Lionheart Competing Transaction; or (iii) provides any information relating in the case of SMX or Parent, to any member of the SMX Group or their business or operations or in the case of Lionheart, any member of the Lionheart Group or any of their businesses or operations to any person in connection with or for the purposes of, in the case of SMX or Parent, a current or future SMX Competing Transaction or in the case of Lionheart, a current or future Lionheart Competing Transaction. (b) A notice given under clause 10.7(a) must be accompanied by all material details of the relevant event, including (as the case may be): (i) the identity of the person who made the relevant approach, inquiry or proposal to initiate discussions or negotiations referred to in clause 10.7(a)(i), who made the relevant request for information referred to in clause 10.7(a)(ii), or to whom any information referred to in clause 10.7(a)(iii) was provided; (ii) the material terms and conditions (including price, conditions precedent, timetable and break or reimbursement fee (if any), or any other similar material terms) in the case of SMX, of any SMX Competing Transaction or any proposed SMX Competing Transaction (to the extent known) and in the case of Lionheart, of any Lionheart Competing Transaction or any proposed Lionheart Competing Transaction (to the extent known); and (iii) the nature of the information requested and/...
Sample 1
Notice of unsolicited approach. During the Exclusivity Period, Sirtex must inform the Bidder if: (a) it is approached, directly or indirectly, by any Third Party to take any action of a kind referred to in clauses 9.3 or 9.4, and must disclose to the Bidder: (i) the fact that such an approach has been made; (ii) the identity of the Third Party who has made the approach, and the identity of the person making or proposing any Competing Proposal; and (iii) all material terms of any Competing Proposal (to the extent known by Sirtex), as soon as reasonably practicable, and in any event by no later than 24 hours after such approach was received; or (b) it proposes to take any action of a kind referred to in clauses 9.3 or 9.4 (for the avoidance of doubt, such notice being given before the taking of the relevant action).
Sample 1
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Notice of unsolicited approach. During the Exclusivity Period, Cradle must promptly inform Bidder if it or any of its Related Bodies Corporate or Representatives: (a) receives any unsolicited approach with respect to any Competing Transaction and must disclose to Bidder all material details of the Competing Transaction, including details of the proposed bidder or acquirer; (b) receives any request for information relating to Cradle or any of its Related Bodies Corporate or any of their businesses or operations or any request for access to the books or records of Cradle or any of its Related Bodies Corporate, which Cradle has reasonable grounds to suspect may relate to a current or future Competing Transaction; and (c) provides any information relating to Cradle or any of its Related Bodies Corporate or any of their businesses or operations to any person in connection with or for the purposes of a current or future Competing Transaction.
Sample 1

Related to Notice of unsolicited approach

  • CAFA Notice Pursuant to 28 U.S.C. § 1715, not later than ten (10) days after the Agreement is filed with the Court, the Settlement Administrator shall cause to be served upon the Attorneys General of each U.S. State in which Settlement Class members reside, the Attorney General of the United States, and other required government officials, notice of the proposed settlement as required by law, subject to Paragraph 5.1 below.

  • Notice of Change of Contact Person or Key Personnel The Grantee shall notify in writing the assigned System Agency contract manager within ten business days of any change to the Grantee’s Contact Person or Key Personnel.

  • Advance Notice of Layoff Unless legislation is more favourable to the Employees, the Employer shall notify Employees who are laid off with a written notice thirty (30) calendar days prior to the effective date of layoff. If the Employee has not had the opportunity to work the days as provided in this Article, they shall be paid for the days for which work was not made available.

  • Notice of Layoff The Employer shall notify all employees who are to be laid off, fourteen (14) calendar days prior to the effective date of the layoff or shall award pay in lieu thereof.

  • Notice of Recall When Employees are to be recalled by the Employer, they shall be notified by Registered Mail or any other written means the Employer may wish to utilize to their last place of residence known to the Employer, and if they fail to report within fifteen (15) calendar days after the delivery or receipt of such notice, the Employer shall not be under any obligation to re-employ them.

  • Notice of Change of Control Each occasion that any Change of Control shall occur and such notice shall set forth in reasonable detail the particulars of each such occasion.

  • Notice of Change in Control The Company will, within five Business Days after any Responsible Officer has knowledge of the occurrence of any Change in Control, give written notice of such Change in Control to each holder of Notes. Such notice shall contain and constitute an offer to prepay Notes as described in subparagraph (b) of this Section 8.8 and shall be accompanied by the certificate described in subparagraph (e) of this Section 8.8.

  • Bona Fide Request/New Business Request Process for Further Unbundling 6.1 BellSouth shall, upon request of <<customer_name>>, provide to <<customer_name>> access to its network elements at any technically feasible point for the provision of <<customer_name>>'s telecommunications service where such access is necessary and failure to provide access would impair the ability of <<customer_name>> to provide services that it seeks to offer. Any request by <<customer_name>> for access to a network element, interconnection option, or for the provisioning of any service or product that is not already available shall be treated as a Bona Fide Request/New Business Request (BFR/NBR), and shall be submitted to BellSouth pursuant to the BFR/NBR process. 6.2 <<customer_name>> shall submit any BFR/NBR in writing to <<customer_name>>’s Account Manager. The BFR/NBR shall specifically identify the requested service date, technical requirements, space requirements and/or such specifications that clearly define the request such that BellSouth has sufficient information to analyze and prepare a response. The BFR/NBR also shall include <<customer_name>>’s designation of the request as being (i) pursuant to the Telecommunications Act of 1996 or (ii) pursuant to the needs of the business.

  • International Competitive Bidding Except as otherwise provided in paragraph 2 below, goods and works shall be procured under contracts awarded on the basis of International Competitive Bidding.

  • Notice of Change Grantee shall notify the Grantor if there is a change in Grantee’s legal status, federal employer identification number (FEIN), DUNS Number, UEI, XXX registration status, Related Parties, senior management or address. See 30 ILCS 708/60(a). If the change is anticipated, Grantee shall give thirty (30) days’ prior written notice to Grantor. If the change is unanticipated, Grantee shall give notice as soon as practicable thereafter. Grantor reserves the right to take any and all appropriate action as a result of such change(s).

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