Common use of Notification of approaches Clause in Contracts

Notification of approaches. (a) During the Exclusivity Period, M2 must promptly notify Vocus in writing of: (i) any approach, inquiry or proposal made by any person to M2, any of its Related Bodies Corporate or any of their respective Authorised Persons, to initiate any discussions or negotiations that concern, or that could reasonably be expected to lead to, a M2 Competing Proposal; and (ii) any request made by any person to M2, any of its Related Bodies Corporate, or any of their respective Authorised Persons, for any information relating to M2, its Related Bodies Corporate, or any of their businesses and operations, in connection with such person formulating, developing or finalising, or assisting in the formulation, development or finalisation of, a M2 Competing Proposal. (b) Subject to clause 14.7, a notice given under clause 14.5(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 14.5(a)(i), or who made the relevant request for information referred to in clause 14.5(a)(ii); and (ii) the material terms and conditions (including price, conditions precedent, timetable and break fee (if any)) of any M2 Competing Proposal or any proposed M2 Competing Proposal (to the extent known). (c) During the Exclusivity Period, M2 must promptly provide Vocus with: (i) in the case of written materials, a copy of; or (ii) in any other case, a written statement of, any non-public information relating to M2, its Related Bodies Corporate, or any of their businesses and operations made available or received by any person in connection with such person formulating, developing or finalising, or assisting in the formulation, development or finalisation of, a M2 Competing Proposal and which has not previously been provided to Vocus.

Appears in 3 contracts

Samples: Merger Implementation Agreement, Merger Implementation Agreement, Merger Implementation Agreement

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Notification of approaches. (a) During the Exclusivity Period, M2 BigAir must promptly notify Vocus Superloop in writing of: (i) any approach, inquiry or proposal made by any person to M2BigAir, any of its Related Bodies Corporate or any of their respective Authorised Persons, to initiate any discussions or negotiations that concern, or that could reasonably be expected to lead to, a M2 Competing Proposal; and (ii) any request made by any person to M2BigAir, any of its Related Bodies Corporate, or any of their respective Authorised Persons, for any information relating to M2BigAir, its Related Bodies Corporate, or any of their businesses and operations, in connection with such person formulating, developing or finalising, or assisting in the formulation, development or finalisation of, a M2 Competing Proposal. (b) Subject to clause 14.710.7, a notice given under clause 14.5(a10.5(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 14.5(a)(i10.5(a)(i), or who made the relevant request for information referred to in clause 14.5(a)(ii10.5(a)(ii); and (ii) the material terms and conditions (including price, conditions precedent, timetable and break fee (if any)) of any M2 Competing Proposal or any proposed M2 Competing Proposal (to the extent known). (c) During the Exclusivity Period, M2 BigAir must promptly provide Vocus Superloop with: (i) in the case of written materials, a copy of; or (ii) in any other case, a written statement of, any material non-public information relating to M2BigAir, its Related Bodies Corporate, or any of their businesses and operations made available or received by any person in connection with such person formulating, developing or finalising, or assisting in the formulation, development or finalisation of, a M2 Competing Proposal and which has not previously been provided to VocusSuperloop.

Appears in 1 contract

Samples: Scheme Implementation Deed

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