Notice to Parent of Takeover Proposals. The Company shall promptly (and, in any event, within one (1) Business Day) notify Parent orally and in writing in the event that the Company, any of its Subsidiaries or any of their respective Representatives receives any Takeover Proposal, or any initial request for nonpublic information concerning the Company or any of its Subsidiaries related to, or from any person or group in connection with, any Takeover Proposal or any inquiry, proposal or offer that would reasonably be expected to lead to any Takeover Proposal, or any initial request for discussions or negotiations related to any Takeover Proposal (and any material changes related to any of the foregoing), and in connection with such notice, provide the identity of the person or group making such Takeover Proposal or request and the material terms and conditions thereof (including, if available, copies of any written requests, proposals or offers, including proposed agreements, and written summaries of the material terms of any oral requests, proposals or offers) and the nature of such request, and thereafter the Company shall keep Parent reasonably informed on a reasonably timely basis of the status and material details of discussions with respect thereto, including any material changes to the terms thereof. Without limiting any of the foregoing, the Company shall promptly (and in any event within one (1) Business Day) notify Parent in writing if it determines to begin providing information or to begin engaging in discussions or negotiations concerning a Takeover Proposal pursuant to Section 6.02(b) and shall in no event begin providing such information or begin engaging in such discussions or negotiations prior to providing such notice. The Company shall provide Parent with at least one (1) Business Day’s prior notice (or such shorter notice as may be provided to the Company Board) of each meeting of the Company Board at which the Company Board is reasonably expected to consider any Takeover Proposal.
Appears in 3 contracts
Samples: Agreement and Plan of Merger, Agreement and Plan of Merger (Hewlett Packard Enterprise Co), Agreement and Plan of Merger (Nimble Storage Inc)
Notice to Parent of Takeover Proposals. The Company shall promptly (and, in any event, within one (1) Business Day24 hours) notify Parent orally and in writing in the event that the Company, Company receives (or obtains Knowledge that any of its Subsidiaries or any of their respective Representatives receives has received) any Takeover Proposal, or any initial request for nonpublic non-public information concerning the Company or any of its Subsidiaries related to, or from any person or group in connection with, any Takeover Proposal or any inquiry, proposal or offer that would reasonably be expected to lead to any Takeover Proposal, or any initial request for discussions or negotiations related to to, any Takeover Proposal (and including any material changes related to any of the foregoing), and in connection with such notice, provide the identity of the person or group making such Takeover Proposal or request (except to the extent disclosure of such identity would breach a confidentiality obligation in effect prior to the execution of this Agreement) and the material terms and conditions thereof (including, if available, including copies of any written requests, proposals or offers, including proposed agreements, and written summaries agreements (which in each case may be redacted if necessary to remove the identity of the material terms of any oral requests, proposals or offers) and the nature of person making such request, proposal or offer to comply with any confidentiality obligation in effect prior to the execution of this Agreement), and thereafter a description of any material oral terms and conditions); provided, that the Company and its Subsidiaries and their respective Representatives shall not engage in any substantive discussions or negotiations or provide any non-public information concerning the Company or any of its Subsidiaries unless and until such person’s identity has been disclosed to Parent and such redactions have been unredacted. Thereafter the Company shall keep Parent reasonably informed on a reasonably timely prompt (and, in any event, within 24 hours) basis of the status status, details and material terms (other than immaterial details and terms) of discussions with respect thereto, including any material changes to the terms thereof. Without limiting any of the foregoing, the Company shall promptly (and in any event within one (1) Business Day) notify Parent in writing if it determines to begin providing information or to begin engaging in discussions or negotiations concerning a such Takeover Proposal pursuant to Section 6.02(b) and shall in no event begin providing such information or begin engaging in such discussions request (including all drafts of any written requests, proposals, offers or negotiations prior to providing such notice. The Company shall provide Parent with at least one (1) Business Day’s prior notice (or such shorter notice as may be provided to the Company Board) of each meeting of the Company Board at which the Company Board is reasonably expected to consider any Takeover Proposalagreements).
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Popeyes Louisiana Kitchen, Inc.), Agreement and Plan of Merger (Restaurant Brands International Inc.)
Notice to Parent of Takeover Proposals. The Company shall promptly (and, in any event, within one (1) Business Day24 hours) notify Parent orally and in writing in the event that the Company, Company receives (or obtains Knowledge that any of its Subsidiaries or any of their respective Representatives receives has received) any Takeover Proposal, or any initial request for nonpublic non-public information concerning the Company or any of its Subsidiaries related to, or from any person or group in connection with, any Takeover Proposal or any inquiry, proposal or offer that would reasonably be expected to lead to any Takeover Proposal, or any initial request for discussions or negotiations related to to, any Takeover Proposal (and including any material changes related to any of the foregoing), and in connection with such notice, provide the identity of the person or group making such Takeover Proposal or request (except to the extent disclosure of such identity would breach a confidentiality obligation in effect prior to the execution of this Agreement) and the material terms and conditions thereof (including, if available, including copies of any written requests, proposals or offers, including proposed agreements, and written summaries agreements (which in each case may be redacted if necessary to remove the identity of the material terms of any oral requests, proposals or offers) and the nature of person making such request, proposal or offer to comply with any confidentiality obligation in effect prior to the execution of this Agreement), and thereafter a description of any material oral terms and conditions); provided, that the Company and its Subsidiaries and their respective Representatives shall not engage in any substantive discussions or negotiations or provide any non-public information concerning the Company or any of its Subsidiaries unless and until such person’s identity has been disclosed to Parent and such redactions have been unredacted. Thereafter the Company shall keep Parent reasonably informed on a reasonably timely prompt (and, in any event, within 24 hours) basis of the status status, details and material terms (other than immaterial details and terms) of discussions with respect thereto, including any material changes to the terms thereof. Without limiting any of the foregoing, the Company shall promptly (and in any event within one (1) Business Day) notify Parent in writing if it determines to begin providing information or to begin engaging in discussions or negotiations concerning a such Takeover Proposal pursuant to Section 6.02(b) and shall in no event begin providing such information or begin engaging in such discussions request (including copies of any written requests, proposals, offers or negotiations prior to providing such notice. The Company shall provide Parent with at least one (1) Business Day’s prior notice (or such shorter notice as may be provided to the Company Board) of each meeting of the Company Board at which the Company Board is reasonably expected to consider any Takeover Proposalagreements).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Buffalo Wild Wings Inc)
Notice to Parent of Takeover Proposals. The Company shall promptly (and, in any event, within one (1) Business Day24 hours) notify Parent orally and in writing in the event that the Company, Company receives (or obtains Knowledge that any of its Subsidiaries or any of their respective Representatives receives has received) any Takeover Proposal, or any initial request for nonpublic non-public information concerning the Company or any of its Subsidiaries related to, or from any person or group in connection with, any Takeover Proposal or any inquiry, proposal or offer that would reasonably be expected to lead to any Takeover Proposal, or any initial request for discussions or negotiations related to to, any Takeover Proposal (and including any material changes related to any of the foregoing), and in connection with such notice, provide the identity of the person or group making such Takeover Proposal or request (except to the extent disclosure of such identity would breach a confidentiality obligation in effect prior to the execution of this Agreement) and the material terms and conditions thereof (including, if available, including copies of any written requests, proposals or offers, including proposed agreements, and written summaries agreements (which in each case may be redacted if necessary to remove the identity of the material terms of any oral requests, proposals or offers) and the nature of person making such request, proposal or offer to comply with any confidentiality obligation in effect prior to the execution of this Agreement), and thereafter a description of any material oral terms and conditions); provided, that the Company and its Subsidiaries and their respective Representatives shall not engage in any substantive discussions or negotiations or provide any non-public information concerning the Company or any of its Subsidiaries unless and until such person’s identity has been disclosed to Parent and such redactions have been unredacted. Thereafter the Company shall keep Parent reasonably informed on a reasonably timely prompt (and, in any event, within 24 hours) basis of the status status, details and material terms (other than immaterial details and terms) of discussions with respect thereto, including any material changes to the terms thereof. Without limiting any of the foregoing, the Company shall promptly (and in any event within one (1) Business Day) notify Parent in writing if it determines to begin providing information or to begin engaging in discussions or negotiations concerning a such Takeover Proposal pursuant to Section 6.02(b) and shall in no event begin providing such information or begin engaging in such discussions request (including all copies of any written requests, proposals, offers or negotiations prior to providing such notice. The Company shall provide Parent with at least one (1) Business Day’s prior notice (or such shorter notice as may be provided to the Company Board) of each meeting of the Company Board at which the Company Board is reasonably expected to consider any Takeover Proposalagreements).
Appears in 1 contract
Samples: Agreement and Plan of Merger (Wsi Industries, Inc.)
