Common use of Confidentiality; Press Releases Clause in Contracts

Confidentiality; Press Releases. Purchaser shall make no public announcement or disclosure of any information related to this Agreement to outside brokers or third parties, prior to Closing, without the prior written specific consent of Seller; provided, however, that Purchaser may, subject to the provisions of Section 4.6, make disclosure of this Agreement to its Permitted Outside Parties as necessary to perform its obligations hereunder and as may be required under laws or regulations applicable to Purchaser. It is understood and agreed that money damages may not be a sufficient remedy for any breach of this Section and that the Seller shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach. Purchaser further agrees not to raise, as a defense or objection to the request or granting of such relief, that any breach of this Section is or would be compensable by an award of money damages, and Purchaser agrees to waive any requirement for the security or posting of any bond in connection with such remedy. Such remedy shall not be deemed to be the exclusive remedy for breach of this Section but shall be in addition to all other remedies available at law or equity to Seller. Purchaser also agrees to reimburse Seller and its representatives for all costs incurred by Seller and its representatives in connection with the enforcement of this Section (including, without limitation, legal fees in connection with any such litigation, including any appeals therefrom). The provisions of this Section shall survive Closing for a period of twelve (12) months. Purchase and Sale Agreement 6000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 4000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 10000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texas

Appears in 1 contract

Samples: Purchase and Sale Agreement (Tuesday Morning Corp/De)

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Confidentiality; Press Releases. Purchaser shall make no public announcement announcement, press release or disclosure of the transactions contemplated under this Agreement, nor any information related to this Agreement Agreement, to outside brokers brokers, media or third parties, prior to before or after the Closing, without the prior written specific consent of Seller; provided, however, that Purchaser may, subject to the provisions of Section 4.64.7, make disclosure of this Agreement to its Permitted Outside Parties as necessary to perform its obligations hereunder and as may be required under laws or regulations applicable to Purchaser. It Without limiting the foregoing requirement for Seller approval, the names "The Woodmont Company" or "L&B Realty" shall not be used or referenced in any public announcement, press release or disclosure relating to the transactions contemplated under this Agreement without the prior written consent of Seller. Purchaser acknowledges and agrees that the use of such name in any public announcement, press release or disclosure is understood not accurate and agreed Purchaser will instruct Purchaser's partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives (collectively, the "Purchaser Parties") to comply with this provision. Purchaser, on behalf of itself and the Purchaser Parties, stipulates that money the breach of the requirements of this Section 12.8 will cause irreparable harm to Seller for which damages may not be a sufficient remedy for any breach constitute an adequate remedy. Accordingly, Purchaser agrees, on its own behalf and on behalf of this Section and that the Seller shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach. Purchaser further agrees not to raise, as a defense or objection to the request or granting of such reliefParties, that any breach of this Section is or would be compensable by an award of money damages, and Purchaser agrees to waive any requirement for the security or posting of any bond in connection with such remedy. Such remedy shall not be deemed to be the exclusive remedy for breach requirements of this Section but shall 12.8 may be in addition enjoined by an appropriate court order or judgment. Seller's remedies are not limited to all other remedies available at law or equity to Seller. Purchaser also agrees to reimburse Seller and its representatives injunctive relief for all costs incurred by Seller and its representatives in connection with a breach of the enforcement requirements of this Section (including12.8, without limitation, and all legal fees in connection with any such litigation, including any appeals therefrom). The provisions of this Section shall survive Closing for a period of twelve (12) months. Purchase and Sale Agreement 6000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 4000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 10000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texasequitable remedies will continue to be available to Seller.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Cole Credit Property Trust V, Inc.)

Confidentiality; Press Releases. Purchaser shall make no public announcement announcement, press release or disclosure of the transactions contemplated under this Agreement, nor any information related to this Agreement Agreement, to outside brokers brokers, media or third parties, prior to before or after the Closing, without the prior written specific consent of Seller; provided, however, that Purchaser may, subject to the provisions of Section 4.64.7, make disclosure of this Agreement (a) to its Permitted Outside Parties as necessary to perform its obligations hereunder and (b) as may be required under laws laws, rules or regulations applicable to Purchaser, including regulation and requirements of the U.S. Securities and Exchange Commission and any other regulatory or body having oversight over Purchaser or Purchaser’s direct or indirect owners. It Without limiting the foregoing requirement for Seller approval, the name "Crow Holdings" shall not be used or referenced in any public announcement, press release or disclosure relating to the transactions contemplated under this Agreement. Purchaser acknowledges and agrees that the use of such name in any public announcement, press release or disclosure is understood not accurate and agreed Purchaser will instruct Purchaser's partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives (collectively, the "Purchaser Parties") to comply with this provision. Purchaser, on behalf of itself and the Purchaser Parties, stipulates that money the breach of the requirements of this Section 12.8 will cause irreparable harm to Seller for which damages may not be a sufficient remedy for any breach constitute an adequate remedy. Accordingly, Purchaser agrees, on its own behalf and on behalf of this Section and that the Seller shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach. Purchaser further agrees not to raise, as a defense or objection to the request or granting of such reliefParties, that any breach of this Section is or would be compensable by an award of money damages, and Purchaser agrees to waive any requirement for the security or posting of any bond in connection with such remedy. Such remedy shall not be deemed to be the exclusive remedy for breach requirements of this Section but shall 12.8 may be in addition enjoined by an appropriate court order or judgment. Seller's remedies are not limited to all other remedies available at law or equity to Seller. Purchaser also agrees to reimburse Seller and its representatives injunctive relief for all costs incurred by Seller and its representatives in connection with a breach of the enforcement requirements of this Section (including12.8, without limitation, and all legal fees in connection with any such litigation, including any appeals therefrom)and equitable remedies will continue to be available to Seller. The provisions of this Section 12.8 shall survive Closing for a period of twelve (12) months. Purchase and Sale Agreement 6000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 4000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 10000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, TexasClosing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Bluerock Residential Growth REIT, Inc.)

Confidentiality; Press Releases. Neither Purchaser nor Seller shall make no any public announcement announcement, press release or disclosure of the transactions contemplated under this Agreement, or any information related to this Agreement to outside brokers brokers, media or third parties, prior to before or after the Closing, without the prior written specific consent of Sellerthe other party; provided, however, that Purchaser and Seller may disclose the terms of this Agreement to their current and potential investors, partners, lenders or other capital providers, and may, subject to the provisions of Section 4.64.5, make disclosure of this Agreement to its Permitted Outside their Related Parties as necessary to perform its their obligations hereunder and as may be required under applicable laws or regulations applicable to Purchaser. It is understood and agreed that money damages may not be a sufficient remedy for any breach of this Section and that the Seller shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach. Purchaser further agrees not to raise, as a defense or objection to the request or granting of such relief, that any breach of this Section is or would be compensable by an award of money damages, and Purchaser agrees to waive any requirement for the security or posting of any bond in connection with such remedy. Such remedy shall not be deemed to be the exclusive remedy for breach of this Section but shall be in addition to all other remedies available at law or equity to Seller. Purchaser also agrees to reimburse Seller and its representatives for all costs incurred by Seller and its representatives in connection with the enforcement of this Section (including, without limitation, legal fees disclosures required to be made to the Securities and Exchange Commission). Without limiting the foregoing requirement for Seller approval, the name “Thackeray” shall not be used or referenced in connection any public announcement, press release or disclosure relating to the transactions contemplated under this Agreement. Purchaser acknowledges and agrees that the use of such name in any public announcement, press release or disclosure is not accurate and Purchaser will instruct Purchaser’s partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives to comply with this provision. Seller and Purchaser, on behalf of themselves and their Related Parties, stipulate that the breach of the requirements of this Section 12.8 will cause irreparable harm to the other party for which damages may not constitute an adequate remedy. Purchaser and Seller agree that any such litigation, including any appeals therefrom)breach of the requirements of this Section 12.8 may be enjoined by an appropriate court order or judgment. The provisions of this Section 12.8 shall survive Closing for a period of twelve six (126) months. Purchase and Sale Agreement 6000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 4000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 10000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, Texas.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Industrial Property Trust Inc.)

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Confidentiality; Press Releases. Seller and Purchaser shall make no public announcement announcement, press release or disclosure of the transactions contemplated under this Agreement, nor any information related to this Agreement Agreement, to outside brokers brokers, media or third parties, prior to before the Closing, without the prior written specific consent of Sellerthe other party; provided, however, that Purchaser may, subject to the provisions of Section 4.6, either party may make disclosure of this Agreement to its Permitted Outside Parties as necessary to perform its obligations hereunder and as may be required under laws (i) as may be required by law or regulations court order after advance written notice to the other party and the opportunity to intervene prior to disclosure and/or (ii) to its consultants, attorneys, advisors and potential lenders to the extent (y) such disclosure is reasonably necessary to such party(ies), and (z) such parties are made aware of the existence of, and directed by Seller or Purchaser, as applicable, to comply with, the confidentiality terms applicable to Seller or Purchaser, respectively, herein. It is understood Seller and agreed Purchaser each stipulate that money the breach of the requirements of this section will cause irreparable harm to the other for which damages may not be a sufficient constitute an adequate remedy. Accordingly, Seller and Purchaser each agree that the sole remedy for the non-breaching party in connection with any breach of the requirements of this Section and section is that the Seller shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach. Purchaser further agrees not to raise, as a defense or objection to the request or granting of such relief, that any breach of this Section is or would may be compensable enjoined by an award of money damagesappropriate court order or judgment. Following the Closing, and Purchaser agrees to waive any requirement for the security or posting of any bond in connection with such remedy. Such remedy shall not be deemed to be the exclusive remedy for breach of this Section but shall be in addition to all other remedies available at law bound by any confidentiality restrictions or equity to Seller. Purchaser also agrees to reimburse Seller and its representatives for all costs incurred by Seller and its representatives limitations set forth herein or otherwise in connection with the enforcement transactions contemplated hereby; provided, however, any such public announcement or press release made by Purchaser related to the transaction contemplated by this Agreement shall not identify any of the entities or individuals that control Seller or are related to Seller. The requirements of this Section (including, without limitation, legal fees in connection with any such litigation, including any appeals therefrom). The provisions of this Section section shall survive Closing for a period of twelve (12) months. Purchase and Sale Agreement 6000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 4000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 10000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, TexasClosing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Rodin Global Property Trust, Inc.)

Confidentiality; Press Releases. Purchaser shall make no public announcement announcement, press release or disclosure of the transactions contemplated under this Agreement, nor any information related to this Agreement to outside brokers brokers, media or third parties, prior to before or after the Closing, without the prior written specific consent of Seller; provided, however, that Purchaser may, subject to the provisions of Section 4.6, make disclosure of this Agreement to its Permitted Outside Parties as necessary to perform its obligations hereunder and as may be required under laws or regulations applicable to Purchaser. It Without limiting the foregoing requirement for Seller approval, the names “Network Associates”, “McAfee” or any derivative thereof shall not be used or referenced in any public announcement, press release or disclosure relating to the transactions contemplated under this Agreement. Purchaser acknowledges and agrees that the use of such name in any public announcement, press release or disclosure is understood not accurate and agreed Purchaser will instruct Purchaser’s partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives (collectively, the “Purchaser Parties”) to comply with this provision. Purchaser, on behalf of itself and the Purchaser Parties, stipulates that money the breach of the requirements of this Section 12.8 will cause irreparable harm to Seller for which damages may not be a sufficient remedy for any breach constitute an adequate remedy. Accordingly, Purchaser agrees, on its own behalf and on behalf of this Section and that the Seller shall be entitled to specific performance and injunctive or other equitable relief as a remedy for any such breach. Purchaser further agrees not to raise, as a defense or objection to the request or granting of such reliefParties, that any breach of the requirements of this Section is or would 12.8 may be compensable enjoined by an award appropriate court order or judgment. Seller’s remedies are not limited to injunctive relief for a breach of money damagesthe requirements of this Section 12.8, and Purchaser agrees all legal and equitable remedies will continue to waive any requirement for be available to Seller. For clarity, Seller may disclose the security or posting terms of any bond this Agreement in connection with such remedy. Such remedy shall not be deemed to be Seller’s reporting and disclosure requirements (including disclosures required by the exclusive remedy for breach of this Section but shall be in addition to all other remedies available at law or equity to Seller. Purchaser also agrees to reimburse Seller U.S. Securities and its representatives for all costs incurred by Seller and its representatives in connection with the enforcement of this Section (including, without limitation, legal fees in connection with any such litigation, including any appeals therefromExchange Commission). The provisions of this Section 12.8 shall survive Closing for a period of twelve (12) months. Purchase and Sale Agreement 6000 Xxxxxx X. Xxxxxxx Freeway, Dallas, Texas 4000 Xxxxx Xxxxxxxx Xxxxxxx, Xxxxxxx Xxxxxx, Xxxxx 00000, 14639 and 10000 Xxxxxx Xxxx, Xxxxxxx, Xxxxx 00000 Inwood Road, Farmers Branch, TexasClosing.

Appears in 1 contract

Samples: Purchase and Sale Agreement (McAfee Corp.)

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