Common use of Confidentiality/Public Announcement Clause in Contracts

Confidentiality/Public Announcement. From the date of this Agreement and until the sooner of (i) the date which is two (2) years after the Closing Date, or (ii) the date as of which all of the Purchased Shares and Warrants Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations the Company agrees that except in connection with a Form 8-K or the Registration Statement or as otherwise required in any other Commission filing or in a filing required by any other government or agency having jurisdiction over the Company, it will not disclose publicly or privately the identity of the Subscribers unless expressly agreed to in writing by a Subscriber, only to the extent required by law and then only upon five days prior notice to Subscriber. In any event and subject to the foregoing, the Company shall file a Form 8-K or make a public announcement describing the Offering not later than the fourth business day after the Closing Date. In the Form 8-K or public announcement, the Company will specifically disclose the amount of common stock outstanding immediately after the Closing. A form of the proposed Form 8-K or public announcement to be employed in connection with the Closing is annexed hereto as Exhibit D.

Appears in 5 contracts

Samples: Subscription Agreement (China Armco Metals, Inc.), Subscription Agreement (China Armco Metals, Inc.), Form of Subscription Agreement (China Logistics Group Inc)

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Confidentiality/Public Announcement. From the date of this Agreement and until the sooner of (i) the date which is two (2) years after the Closing Date, or (ii) the date as of which all of the Purchased Shares and Warrants Shares have been resold or transferred by all the Subscribers Subscriber pursuant to the Registration Statement a registration statement or pursuant to Rule 144, without regard to volume limitations the Company agrees that except in connection with a Form 8-K or the Registration Statement a registration statement or as otherwise required in any other Commission filing or in a filing required by any other government or agency having jurisdiction over the Company, it will not disclose publicly or privately the identity of the Subscribers Subscriber unless expressly agreed to in writing by a the Subscriber, only to the extent required by law and then only upon five days prior notice to Subscriberlaw. In any event and subject to the foregoing, the Company shall file a Form 8-K or make a public announcement describing the Offering this Agreement not later than the fourth business day after the Closing Date. In the Form 8-K or public announcement, the Company will specifically disclose the amount of common stock outstanding immediately after the Closing. A form of the proposed Form 8-K or public announcement to be employed in connection with the Closing is annexed hereto as Exhibit D.

Appears in 2 contracts

Samples: Subscription Agreement (Iconic Brands, Inc.), Subscription Agreement (Iconic Brands, Inc.)

Confidentiality/Public Announcement. From the date of this Agreement and until the sooner of (i) the date which is two (2) years after the Closing Date, or (ii) until all the date as of which all of the Purchased Shares and Warrants Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations the Company agrees that limitations, except as may be required in connection with a registration statement filed on behalf of the Subscribers pursuant to Section 11 of this Agreement or on Form 8-K or another form filed with the Registration Statement or as otherwise required in any other Commission filing or in a filing required by any other government or agency having jurisdiction over Commission, the Company, Company agrees that it will not disclose publicly or privately the identity of the Subscribers or Finders unless expressly agreed to in writing by a Subscriber, only to the extent such Subscriber or Finder or if required by law and then only upon five days prior notice to Subscriberas determined by Company's attorneys. In any event and subject to the foregoing, the Company shall undertakes to file a Form 8-K K, file an amendment to the Current Registration Statement or make a public announcement describing the Offering not later than the fourth five (5) business day days after the Closing Date, if required by law. In the Form 8-K or public announcement, if any, the Company will specifically disclose the amount of common stock outstanding immediately after the Closing. A form In lieu of making a public announcement, filing an amendment to the proposed Current Registration Statement or filing a Form 8-K or K, the Company may deliver to the Subscribers a statement from its counsel that knowledge of the occurrence of the closing of the Offering does not constitute "material non-public announcement to be information" as that term is employed in connection with the Closing is annexed hereto as Exhibit D.Regulation FD.

Appears in 1 contract

Samples: Subscription Agreement (NCT Group Inc)

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Confidentiality/Public Announcement. From the date of this Agreement and until the sooner of (i) the date which is two (2) years after the Closing Date, or (ii) until all the date as of which all of the Purchased Shares and Warrants Warrant Shares have been resold or transferred by all the Subscribers pursuant to the Registration Statement or pursuant to Rule 144, without regard to volume limitations limitations, the Company agrees that except in connection with a Form 8-K or the Registration Statement or as otherwise required in any other documents filed by the Company with the Commission filing or in a filing required by any other government or agency having jurisdiction over the CompanyNasdaq, it will not disclose publicly or privately the identity of the Subscribers unless expressly agreed to in writing by a Subscriber, Subscriber or only to the extent required by law and then only upon five ten days prior notice to Subscriber. In any event and subject to the foregoing, the Company shall undertakes to file a Form 8-K or make a public announcement describing the Offering not later than the fourth business trading day after following the Closing Date. In the Form 8-K or public announcement, the Company will specifically disclose the amount of common stock outstanding immediately after the Closing. A form of the proposed Form 8-K or public announcement to be employed in connection with the Closing is annexed hereto as Exhibit D.D. The Subscribers expressly consent to the filing of such Form 8-K and the making of the aforementioned public announcement and to being named in exhibits to such 8-K. .

Appears in 1 contract

Samples: Subscription Agreement (Conolog Corp)

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