Third Party Discussions. The Company hereby agrees that Recipient is authorized to discuss the Confidential Information, the Potential Transaction, and any discussions or negotiations Recipient has with the Company as to the Potential Transaction, with any third party who is also a party to a Confidentiality Agreement with the Company concerning the Potential Transaction (a “Third Party”), but only if Recipient is in discussions with such Third Party regarding the Recipient and Third Party presenting a combined bid for the Potential Transaction.
Third Party Discussions. The Purchaser shall not incur any liability in connection with the consummation of the transaction contemplated by this Agreement to any third party with whom the Vendor or his agents and affiliates have had discussions regarding the disposition of the Purchased Shares.
Third Party Discussions. Programming Opportunities. In addition to the obligations of Hasbro and Hasbro Studios to present programming opportunities based upon Hasbro’s Intellectual Property to the Company pursuant to the Hasbro Studios Programming Agreement, during the term of the Hasbro Studios Programming Agreement (as the same may be amended or extended), Hasbro shall in good faith make the Company aware of future English-language opportunities from third parties with whom Hasbro has a contractual relationship with respect to merchandising rights or Telecast Rights for 14-and-Under Programming (excluding Animal and Science Programming) of which any Hasbro Controlled Affiliate becomes aware from time to time, provided that such proposed programming contains (x) Hasbro Intellectual Property but for which Hasbro is contractually restricted from producing or licensing such programming for distribution on a Cable Television Network in the United States and/or (y) Intellectual Property that is owned by, or with respect to which the right to produce or license related programming on a Cable Television Network is controlled by, third parties that license merchandising rights to Hasbro with respect to such Intellectual Property. To the extent the Company is interested in securing rights with respect to such programming, Hasbro shall in good faith facilitate discussions between the Company and such third parties for the purpose of the Company’s acquisition or license of such programming. Notwithstanding anything to contrary in this Section 7.15(b)(1), in the event Hasbro fails to comply with any of the foregoing procedures, Hasbro shall nevertheless be deemed to be in compliance with its obligations under this Section 7.15(b)(1) with respect to any programming that the Company would be interested in securing rights in so long as the Company is assigned, licensed or sublicensed such programming within a reasonable period of time after the Company has requested such programming.
Third Party Discussions. Nothing contained herein shall limit or restrict the rights of any Party (or its respective Affiliates, Agents and Representatives) to continue to engage in discussions or negotiations relating to the transactions contemplated by this Agreement or the PioneerCo Term Sheet.
Third Party Discussions. Other than pursuant to this Agreement, Southland is not currently entertaining discussions with any third party regarding a possible sale or merger of Southland or any Southland Subsidiary or a substantial portion of their assets or business.
Third Party Discussions. Other than pursuant to this Agreement, the Company is not currently entertaining discussions with any third party regarding a possible sale or merger of the Company or any Company Subsidiary or a substantial portion of their assets or business. 2.32
Third Party Discussions. Xxxxxxx agrees that upon execution of this Agreement and forever thereafter, Xxxxxxx will not say anything disparaging or negative about the Company, its directors or officers to third parties, and past or present, employees. The Company also agrees that upon execution of this Agreement and forever thereafter, the Company will not say anything disparaging or negative about Xxxxxxx. If either party is asked why the employment relationship ended, the parties agree to respond that the relationship ended upon mutually agreeable terms and that as a result of confidentiality obligations, nothing further can be said about the matter.
Third Party Discussions. MDC, Old FAMC and MDC Sub each covenant and agree that, following the execution and delivery of this Agreement and at all times prior to the Closing or termination of this Agreement, it shall not provide any material non-public information concerning the Interests or FAMC to anyone other than in the ordinary course of business and other than to CLLC's lending banks or the equity investors in CLLC, nor meet, discuss or negotiate with anyone other than CLLC with respect to the acquisition of all or any part of the Interests or FAMC whether by purchase or business combination.
Third Party Discussions. Other than pursuant to this Agreement, including Section 5.3(iii), neither Holding Company nor any of its directors, officers, employees, agents, investment bankers or representatives or any of their Affiliates is negotiating or discussing with any third party a possible sale or merger of Holding Company or any Subsidiary or a substantial portion of any of their assets or business. (gg) Transaction Expenses. Schedule 2(gg) sets forth all expenses incurred or to be incurred by Holding Company or any of its Affiliates (x) in connection with the Transaction described in this Agreement (and the agreements referred to in or contemplated by this Agreement, together with any amendments to any of the foregoing) and the performance of the obligations of Holding Company hereunder and thereunder and the consummation of the Transaction, which schedule will be updated as of the Effective Time and (y) in connection with the private placement described in the Form 8-K filed by Holding Company on June 6, 2008 (the “Private Placement”).
Third Party Discussions. Nothing contained in this Agreement shall preclude Company from entering into discussions or business relationships with third parties that are the same as, or substantially similar to, Company’s relationship with Recipient. Furthermore, nothing in this Agreement will prohibit Company from researching, developing or having developed for it products, concepts, systems or techniques that are similar to or compete with Recipient’s products, concepts, systems or techniques.
