Other Public Disclosure Clause Samples
The "Other Public Disclosure" clause governs how information related to the agreement or the parties may be shared with the public outside of formal disclosures. Typically, this clause restricts either party from making public statements, press releases, or announcements about the agreement or its terms without prior written consent from the other party. For example, a company may not announce a new partnership or disclose deal details in marketing materials unless the other party agrees. The core function of this clause is to protect sensitive information and maintain control over how and when information is released, thereby preventing unauthorized or premature public disclosures that could impact business interests or negotiations.
Other Public Disclosure. Except (i) for such public disclosure as may be necessary, in the good faith judgment of the disclosing Party consistent with advice of counsel, for the disclosing Party not to be in violation of any applicable law, regulation or order, or (ii) with the prior written consent of the order Party, neither Part shall:
Other Public Disclosure. Except (A) for such public disclosure as may be necessary, in the good faith judgment of the disclosing party following consultation with outside counsel, for the disclosing party not to be in violation of any applicable law, regulation or order, or (B) with the prior written consent of the other party, neither party shall:
i. make any disclosure (and each party shall direct its Representatives not to make any disclosure) to any person of (x) the fact that discussions, negotiations or investigations are taking or have taken place concerning a Transaction, (y) the existence or contents of this Agreement, or the fact that either party has requested or received Evaluation Material from the other party, or (z) any of the terms, conditions or other facts with respect to any proposed Transaction, including the status thereof, or
ii. make any public statement concerning a proposed Transaction. If either party proposes to make any disclosure in reliance on clause (i) above, the disclosing party shall, if possible, provide the Furnishing Party with the text of the proposed disclosure as far in advance of its disclosure as is practicable and shall in good faith consult with and consider the suggestions of the Furnishing Party concerning the nature and scope of the information it proposes to disclose. The term “person” as used herein shall be broadly interpreted to include the media and any individual, corporation, partnership, group or other entity, but shall not include the Securities and Exchange Commission or other federal or state authorities, or the American Stock Exchange, provided that any party that must make such disclosure shall use its reasonable best efforts to request confidential treatment.
Other Public Disclosure. If a Purchaser has, or believes it has, received any material, nonpublic information regarding the Company or any of its Subsidiaries, it shall provide the Company with written notice thereof and the Company shall within five (5) business days thereafter, make public disclosure of such material, nonpublic information if permitted under applicable law or without breach or violation of any agreement, contract or other obligation of the Company unless the Board of Directors of the Company shall determine that such disclosure would reasonably be expected to result in a material and adverse effect on the Company or its business, prospects, finances or properties.
Other Public Disclosure. Except (A) for such public disclosure as may be necessary, in the good faith judgment of the disclosing party following consultation with outside counsel, for the disclosing party not to be in violation of any applicable law, regulation or order, or (B) with the prior written consent of the other party, neither party shall:
i. make any disclosure (and each party shall direct its Representatives not to make any disclosure) to any person of (x) the fact that discussions, negotiations or investigations are taking or have taken place concerning a Transaction, (y) the existence or contents of this Agreement, or the fact that either party has requested or received Evaluation Material from the other party, or (z) any of the terms, conditions or other facts with respect to any proposed Transaction, including the status thereof, or
ii. make any public statement concerning a proposed Transaction.
Other Public Disclosure. Except (i) for such public disclosure as may be necessary, upon the advice of counsel for the disclosing party, for the disclosing party not to be in violation of any applicable law, regulation or order (including the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or the Securities Act (Ontario), or rules of any securities exchange or over-the-counter market), or (ii) with the prior written consent of the other party, neither party shall make any disclosure (and each party shall direct its Representatives not to make any disclosure) to any person other than a Representative of that party of (x) the fact that discussions, negotiations or investigations are taking or have taken place concerning a Vector Transaction, (y) the existence or contents of this Agreement, or the fact that either party has requested or received Evaluation Material from the other party, or (z) any of the terms, conditions or other facts with respect to any proposed Vector Transaction, including the status thereof or make any public statement concerning a proposed Vector Transaction. If either party proposes to make any disclosure in reliance on clause (i) above, the disclosing party shall provide the other party with the text of the proposed disclosure as far in advance as is reasonably practicable and shall in good faith consult with and consider the suggestions of the other party concerning the nature and scope of the information it proposes to disclose.