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This excerpt taken from the C 10-Q filed Aug 7, 2009. 4.18 No
Negotiations. From and after the date hereof
until the earlier to occur of the Closing or the termination of this Agreement
pursuant to Section 9, the Sellers shall not, nor shall they permit or
cause any of their Affiliates or any Persons acting on their behalf to,
directly or indirectly, encourage, solicit, engage in negotiations with, or
provide any information to, any Person or group (other than the Purchaser or
its representatives) concerning any merger, sale of assets, purchase or sale of
shares of capital stock or similar transaction involving NCS, the Group
Companies, the Related Assets, the New Securities Company or NCL that would be
inconsistent with or could reasonably be expected to interfere with the transactions
contemplated hereby. Upon execution of
this Agreement, the Sellers and their Affiliates will immediately terminate all
discussions with any Person (other than the Purchaser) concerning any such
transaction. Neither the Sellers nor
their Affiliates will waive any provision of any confidentiality or similar
agreement entered into with any Person (other than the Purchaser) concerning
any such transaction, and will enforce all such agreements in accordance with
their terms.
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