Common use of Obligation to Terminate Discussions Clause in Contracts

Obligation to Terminate Discussions. Subject to the remainder of this Section 6.03 and except with respect to any Excluded Party prior to the Cut-Off Date, on the No-Shop Period Start Date, the Company (A) shall, and shall cause any of its Subsidiaries and its and their Representatives to cease immediately and cause to be terminated any and all existing activities, discussions or negotiations, if any, with any Third Party and its Representatives conducted prior to the date hereof with respect to any Acquisition Proposal, and (B) shall promptly request that all copies of all confidential information that the Company or any of its Representatives have distributed or made available to any such Third Party in connection with their consideration of any Acquisition Proposal (and all analyses and other materials prepared by or on behalf of such Third Party that contains, reflects or analyzes that information) be promptly destroyed or returned, and cause any physical or virtual data room to no longer be accessible to or by any such Third Party.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Rennes Fondation), Agreement and Plan of Merger (Goldman Sachs Group Inc), Agreement and Plan of Merger (Ebix Inc)

AutoNDA by SimpleDocs

Obligation to Terminate Discussions. Subject to the remainder of this Section 6.03 and except with respect to any Excluded Party prior to the Cut-Off Date, on the No-Shop Period Start Date6.04, the Company (Ai) shall, and shall cause any of its Subsidiaries (and instruct its and their Representatives respective Representatives) to cease immediately and cause to be terminated any and all existing activities, discussions or negotiations, if any, with any Third Party and its Representatives conducted prior to the date hereof with respect to any Acquisition Proposal, and (Bii) shall promptly request that all copies of all confidential information that the Company Company, any of its Subsidiaries or any of its or their respective Representatives have distributed or made available to any such Third Party in connection with their consideration of any Acquisition Proposal in the year prior to the date hereof (and all analyses and other materials prepared by or on behalf of such Third Party that contains, reflects or analyzes that information) be promptly destroyed or returned, and cause any physical or virtual data room to no longer be accessible to or by any such Third Party.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Washington Dennis R), Agreement and Plan of Merger (Atlas Corp.)

Obligation to Terminate Discussions. Subject to the remainder of this Section 6.03 and except with respect to any Excluded Party prior to the Cut-Off Date, on the No-Shop Period Start Date‎Section 6.04, the Company (Ai) shall, and shall cause any of its Subsidiaries (and instruct its and their Representatives respective Representatives) to cease immediately and cause to be terminated any and all existing activities, discussions or negotiations, if any, with any Third Party and its Representatives conducted prior to the date hereof with respect to any Acquisition Proposal, and (Bii) shall promptly request that all copies of all confidential information that the Company Company, any of its Subsidiaries or any of its or their respective Representatives have distributed or made available to any such Third Party in connection with their consideration of any Acquisition Proposal in the year prior to the date hereof (and all analyses and other materials prepared by or on behalf of such Third Party that contains, reflects or analyzes that information) be promptly destroyed or returned, and cause any physical or virtual data room to no longer be accessible to or by any such Third Party.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sokol David L)

Obligation to Terminate Discussions. Subject to the remainder of this Section 6.03 and except with respect to any Excluded Party prior to the Cut-Off Date‎Section 6.3, on the No-Shop Period Start Datedate hereof, the Company (A) and its Subsidiaries shall, and the Company and its Subsidiaries shall cause any of its Subsidiaries and its and their respective directors, officers and employees to, and will instruct its other Representatives to to, (i) cease immediately and cause to be terminated any and all existing activities, discussions or negotiations, if any, with any Third Party and its Representatives conducted prior to the date hereof with respect to any Acquisition Proposalthat would be prohibited by Section 6.3(a), and (Bii) shall promptly request in writing that all copies of all confidential information that the Company or any of its Representatives have distributed or made available to any such Third Party or its Representatives in connection with their consideration of any Acquisition Proposal (and all analyses and other materials prepared by or on behalf of such Third Party that contains, reflects or analyzes that information) be promptly destroyed or returnedreturned to the Company pursuant to the terms of any confidentiality or similar agreement with such Third Party, and cause any physical or virtual data room to no longer be accessible to or by any such Third PartyParty or its Representatives.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Veritiv Corp)

AutoNDA by SimpleDocs

Obligation to Terminate Discussions. Subject to the remainder of this Section 6.03 and except with respect to any Excluded Party prior to the Cut-Off Date, on the No-Shop Period Start Date6.04, the Company (Ai) shall, and shall cause any of its Subsidiaries and its and their Representatives to cease immediately and cause to be terminated any and all existing activities, discussions or negotiations, if any, with any Third Party and its Representatives conducted prior to the date hereof with respect to any Acquisition Proposal, and (Bii) shall promptly request that all copies of all confidential information that the Company or any of its Representatives have distributed or made available to any such Third Party in connection with their consideration of any Acquisition Proposal in the year prior to the date hereof (and all analyses and other materials prepared by or on behalf of such Third Party that contains, reflects or analyzes that information) be promptly destroyed or returned, and cause any physical or virtual data room to no longer be accessible to or by any such Third Party.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Tribune Publishing Co)

Obligation to Terminate Discussions. Subject to the remainder of this Section 6.03 and except with respect to any Excluded Party prior to the Cut-Off DateParty, on the No-Shop Period Start DateTime, the Company (Ai) shall, and shall cause any of its Subsidiaries and its and their Representatives to to, cease immediately and cause to be terminated any and all existing activities, discussions or negotiations, if any, with any Third Party and its Representatives conducted prior to the date hereof such time with respect to any Acquisition Proposal, and (Bii) shall promptly request that all copies of all confidential information that the Company or any of its Subsidiaries or its or their Representatives have distributed or made available to any such Third Party in connection with their consideration of any Acquisition Proposal (and all analyses and other materials prepared by or on behalf of such Third Party that contains, reflects or analyzes that information) be promptly destroyed or returned, and cause any physical or virtual data room to no longer be accessible to or by any such Third Party.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Premiere Global Services, Inc.)

Time is Money Join Law Insider Premium to draft better contracts faster.