Common use of Press Releases and Disclosure Clause in Contracts

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser prior to making such disclosures, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all parties. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaser.

Press Releases and Disclosure. The Company Parties hereby acknowledge and agree that either Party may issue a the press release describing attached as Schedule 10.4. Neither Party shall make any other press release or public announcement regarding the material terms of this Agreement, the transactions contemplated hereby as soon as practicable following Supply Agreement or relating to the Closing Date, and may file with Licensed Product in the Commission a Current Report on Form 8-K describing Field in the material terms Territory (including the Commercialization thereof) without the prior written consent of the transactions contemplated herebyother Party; provided that (a) Somaxon shall be permitted to make press releases and public announcements about the development, and manufacture or commercialization of a Licensed Product outside the Company Territory or outside the Field in the Territory (provided that Somaxon shall consult provide Licensee with the Agent, the Forward Seller and the Forward Purchaser prior to making such disclosures, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all parties. No party hereto shall issue thereafter advance notice of any press release or like public statement announcement concerning any adverse publicity or other negative news concerning any Licensed Product outside the Territory), (includingb) each Party shall be permitted to disclose the execution, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to terms and conditions of this Agreement or the Supply Agreement if and to the extent required by (i) judicial order, or (ii) applicable Laws, including securities Laws and the rules or requirements of any securities exchange or market on which such Party’s securities are listed or traded and the requirements of any regulatory authority, provided that, with respect to subsections (i) and (ii), the transactions contemplated hereby that includes Party seeking disclosure shall provide each other Party with reasonable advance notice of such disclosure (including the text thereof), disclose no more information related relating to the terms of this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval Supply Agreement or any Licensed Product than reasonably necessary and shall, to the extent practical, use its reasonable efforts to cooperate with such other Party in seeking confidential treatment of such information, (c) each Party shall have the other party heretoright to disclose the execution, except as may be necessary or appropriate in the opinion terms and conditions of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so requiredthis Agreement, the party making such disclosure shall consult with Supply Agreement and information relating to any Licensed Product to the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued extent already disclosed by either Party pursuant to and in accordance with this ARTICLE 10 in connection with any investor calls or presentations (or other similar types of disclosures) in connection with disclosures about such Party’s business and (d) each Party shall have the right to disclose information to its attorneys, accountants and other professional advisors who are under an Issuance, the number of Shares sold or issued pursuant obligation to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserkeep such information confidential.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, may, if required, file this Agreement with the Canadian Authorities, and may file with the Commission a Current Report on Form 8-K K, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange ActAct or the Canadian Authorities pursuant to Canadian Securities Laws) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. rules and except for the disclosure required pursuant to Section 4(a) of this Agreement in the Company’s Quarterly Reports on Form 10-Q or Annual Reports on Form 10-K. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserparties hereto.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 88‑K or an Annual Report on Form 10-K K, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party heretohereto (such approval not to be unreasonably withheld or delayed), except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoingparties hereto; provided, however, that nothing contained herein shall be construed to restrict the Company may disclose any from making disclosures that, in the opinion of the following: the results of any sale of SharesCompany’s legal counsel, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued are required pursuant to an Issuance, the number of Shares sold applicable law or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserstock exchange rules.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 8-K K, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so requiredrequired and to the extent reasonably practicable in the circumstances, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, in no event shall the Company may disclose any be required to consult with or seek prior consent of the following: Agent to make (i) any public statements made by the results Company (including, without limitation, any statement included in reports filed with the Commission) that are consistent with the statements set forth in the press release and Current Report on Form 8-K described above, (ii) make any public statements that are consistent with statements previously discussed with or consented to by the Agent or (iii) the public disclosure by the Company of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserthis Agreement.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Covered Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in a press release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Covered Agent, the Forward Seller and the Forward Purchaser.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby by the Sales Agency Agreements as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated herebyby the Sales Agency Agreements, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser provide such documents to SCUSA for review prior to making such disclosures, issuance and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesfiling. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement the Sales Agency Agreements or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby by the Sales Agency Agreements that has not been previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, Price and the number of Common Shares issued pursuant to an IssuanceIssuance in an earnings release, the number of Shares sold a Quarterly Report on Form 10-Q or issued pursuant to a Forward, in an Annual Report on Form 10-K and the portion Company may also provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or stockholders without the prior review or approval of the Agent, the Forward Seller and the Forward PurchaserSCUSA.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Xxxxxxx Xxxxx prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in a press release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Agent, the Forward Seller and the Forward PurchaserXxxxxxx Xxxxx.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing DateDate or the execution and delivery of any Terms Agreement, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the AgentSales Agents, the Forward Seller Sellers and the Forward Purchaser Purchasers prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement, any Terms Agreement or any Master Forward Confirmation or any of the transactions contemplated hereby or thereby that includes information related to this Agreement, any Terms Agreement or any Master Forward Confirmation or transactions contemplated hereby and thereby that has not have been previously been disclosed without the prior written approval of the other party parties hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: (i) the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an Issuance, (ii) the number entry into or issuance of Issuance Shares sold pursuant to, a Terms Agreement and (iii) the entry into any Forward Confirmation in a press release, quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the AgentSales Agents, the Forward Seller and Sellers or the Forward PurchaserPurchasers.

Press Releases and Disclosure. The Company Parties hereby acknowledge and agree that either Party may issue a the press release describing attached as Schedule 10.4. Neither Party shall make any other press release or public announcement regarding the material terms of this Agreement, the transactions contemplated hereby as soon as practicable following Supply Agreement or relating to the Closing Date, and may file with Licensed Product in the Commission a Current Report on Form 8-K describing Field in the material terms Territory (including the Commercialization thereof) without the prior written consent of the transactions contemplated herebyother Party; provided that (a) Somaxon shall be permitted to make press releases and public announcements about the development, and manufacture or commercialization of a Licensed Product outside the Company Territory or outside the Field in the Territory (provided that Somaxon shall consult provide Paladin with the Agent, the Forward Seller and the Forward Purchaser prior to making such disclosures, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all parties. No party hereto shall issue thereafter advance notice of any press release or like public statement announcement concerning any adverse publicity or other negative news concerning any Licensed Product outside the Territory), (includingb) each Party shall be permitted to disclose the execution, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to terms and conditions of this Agreement or the Supply Agreement if and to the extent required by (i) judicial order, or (ii) applicable Laws, including securities Laws and the rules or requirements of any securities exchange or market on which such Party’s securities are listed or traded and the requirements of any regulatory authority, provided that, with respect to subsections (i) and (ii), the transactions contemplated hereby that includes Party seeking disclosure shall provide each other Party with reasonable advance notice of such disclosure (including the text thereof), disclose no more information related relating to the terms of this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval Supply Agreement or any Licensed Product than reasonably necessary and shall, to the extent practical, use its reasonable efforts to cooperate with such other Party in seeking confidential treatment of such information, (c) each Party shall have the other party heretoright to disclose the execution, except as may be necessary or appropriate in the opinion terms and conditions of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so requiredthis Agreement, the party making such disclosure shall consult with Supply Agreement and information relating to any Licensed Product to the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued extent already disclosed by either Party pursuant to and in accordance with this ARTICLE 10 in connection with any investor calls or presentations (or other similar types of disclosures) in connection with disclosures about such Party’s business and (d) each Party shall have the right to disclose information to its attorneys, accountants and other professional advisors who are under an Issuance, the number of Shares sold or issued pursuant obligation to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserkeep such information confidential.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Sales Agent, the Forward Seller and the Forward Purchaser prior to making such disclosures, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all parties. No party hereto shall issue thereafter any press release or like public statement (including, without 44 limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or the Master Forward Confirmation or any of the transactions contemplated hereby or thereby that includes information related to this Agreement or the Master Forward Confirmation or transactions contemplated hereby or thereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaser.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 8-K K, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act, other than disclosure related to periodic sales pursuant to this Agreement as required to be included in any reports filed with the Commission pursuant to the Securities Act or Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. rules and except for the disclosure required pursuant to Section 4(a) of this Agreement in the Company’s quarterly reports on Form 10-Q or annual reports on Form 10-K. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserparties hereto.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report current report on Form 88‑K or annual report on Form 10-K K, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. , including any disclosure regarding sales of Common Shares pursuant hereto on current reports on Form 8-K, quarterly reports on Form 10-Q or annual reports on Form 10-K. If any such press release or like public statement is so requiredrequired (other than disclosure regarding sales of Common Shares pursuant hereto on current reports on Form 8-K, quarterly reports on Form 10-Q or annual reports on Form 10-K), the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserparties hereto.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Jefferies prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in a press release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Agent, the Forward Seller and the Forward PurchaserJefferies.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser BTIG prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in a press release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Agent, the Forward Seller and the Forward PurchaserBTIG.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 8-K 8‑K or other report obligated to be filed under the Exchange Act, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so requiredrequired (other than ordinary course disclosure regarding sales of Common Shares pursuant to this Agreement on current reports on Form 8-K, quarterly reports on Form 10-Q or annual reports on Form 10-K), the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserparties hereto.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser BNYMCM prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonabley withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in a press release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Agent, the Forward Seller and the Forward PurchaserBNYMCM.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Baird prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in a press release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Agent, the Forward Seller and the Forward PurchaserBaird.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 8-K K, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act (other than disclosure related to periodic sales pursuant to this Agreement as required to be included in any reports filed with the Commission pursuant to the Securities Act or the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If In the case of any such press release or like public statement is so other than a press release or like public statement by the Company that includes disclosure related to sales made pursuant to this Agreement and the proceeds thereof for which notice or consultation with the Agent shall not be required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserparties hereto.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser prior to making such disclosures, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all parties. No Each party hereto agrees that neither it nor its Affiliates shall, without the prior written consent of Marga or JDHI, as applicable (which consent shall not be unreasonably withheld or delayed), issue thereafter or cause publication of any press release or like other announcement or public statement communication with respect to this Agreement, the Investment Agreement, the Restructuring Transactions or the other transactions contemplated hereby or thereby or otherwise disclose this Agreement, the Investment Agreement, the Restructuring Transactions or the other transactions contemplated hereby or thereby to any third party (includingother than (i) its attorneys, without limitationadvisors and accountants and (ii) CD&R, CD&R Investor, their Affiliates, any disclosure required prospective or actual financing sources of JDHI, JDI or CD&R Investor in reports filed connection with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to by this Agreement or transactions contemplated hereby that has not previously been disclosed without and the prior written approval Investment Agreement, and each of the other party heretoforegoing Persons’ officers, directors, employees, attorneys, advisors and accountants), except as may be necessary or appropriate required by applicable Law, in the opinion of which case the party seeking proposing to issue such press release or make disclosure such public announcement shall use its reasonable best efforts to comply consult in good faith with the requirements of applicable law Marga or stock exchange rules. If JDHI, as applicable, before issuing any such press release or like making any such public statement is so requiredannouncement and shall allow Marga or JDHI, as applicable, reasonable time to comment on such release or announcement in advance of such issuance. JDHI agrees that (i) it and its Affiliates shall allow Marga reasonable opportunity to comment on any description of the Unilever Entities and this Agreement, the party making such Ancillary Agreements, the Note, the Indenture, the Unilever Commercial Agreements, the Guaranty Agreement and the transactions contemplated hereby and thereby (the “Applicable Matters”) in any offering memorandum, placement memorandum, prospectus, or other offering or disclosure shall consult document prepared in connection with the other party prior to making such disclosure, and Debt Financing (as defined in the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose Investment Agreement) or any of the following: the results of other Restructuring Transactions and (ii) neither it nor its Affiliates shall distribute, file with any sale of SharesGovernmental Authority, including the Sales Priceor otherwise make available or use any such offering memorandum, the Issuance Priceplacement memorandum, the use prospectus, or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold other offering or issued pursuant to disclosure document containing a Forward, and the portion description of the Maximum Program Amount that has Applicable Matters if Marga reasonably objects to the such description. Marga shall not yet been issued without unreasonably withhold or delay its comments on such description, taking into account the prior review or approval of parties’ timetable for marketing the Agent, the Forward Seller and the Forward PurchaserDebt Financing.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 8-K or other report obligated to be filed under the Exchange Act, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If In the case of any such press release or like public statement, other than a press release or like public statement issued by the Company that includes disclosure related to sales made pursuant to this Agreement and the proceeds thereof for which no notice or consultation with the Agent shall be required (provided that such disclosure in such press release related to such sales made pursuant to this Agreement and the proceeds thereof is so requirednot inconsistent with the disclosure for such sales), the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserparties hereto.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 88‑K or a Quarterly Report on Form 10-K Q , with this Agreement attached as an exhibit thereto, with disclosure describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party heretohereto (such consent not to be unreasonably withheld or delayed), except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law (including the Exchange Act) or stock exchange rules. If any such press release or like public statement is so requirednecessary or appropriate, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoingparties hereto; provided, however, that nothing contained herein shall be construed to restrict the Company may disclose any from making disclosures that, in the opinion of the following: the results of any sale of SharesCompany's legal counsel, including the Sales Price, the Issuance Price, the use are required pursuant applicable law or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserstock exchange rules.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby by the Sales Agency Agreements as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated herebyby the Sales Agency Agreements, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser provide such documents to BNYMCM for review prior to making such disclosures, issuance and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesfiling. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement the Sales Agency Agreements or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby by the Sales Agency Agreements that has not been previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, Price and the number of Common Shares issued pursuant to an IssuanceIssuance in an earnings release, the number of Shares sold a Quarterly Report on Form 10-Q or issued pursuant to a Forward, in an Annual Report on Form 10-K and the portion Company may also provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or stockholders without the prior review or approval of the Agent, the Forward Seller and the Forward PurchaserBNYMCM.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report current report on Form 86-K K, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, in no event shall the Company may disclose be required to seek the Agent’s prior consent to (i) any public statements made by the Company (including, without limitation, any statement included in reports filed with or furnished to the Commission) that are consistent in all material respects with the statements set forth in the press release and reports on Form 6-K described above or (ii) the public disclosure by the Company of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserthis Agreement.

Press Releases and Disclosure. The Company may Parties hereby acknowledge and agree that they will issue a the press release describing attached at Schedule 10.5 without the material consent of the other Party at a date and time to be agreed upon between the Parties; provided that such date and time shall be no later that 9:00 AM (Montreal Time) on the [REDACTED: Term] following the Effective Date. Xxxxxx shall not make any other press release or public announcements regarding the terms of this Agreement or relating to any Product or any New Presentation (including the transactions contemplated hereby as soon as practicable following Development or Commercialization thereof) without the Closing Dateprior written consent of Thera Europe; provided that (a) Thera Europe shall be permitted to make press releases and public announcements about Products that are being developed for commercialization, and may file or commercialized within or outside the Territory (provided that Thera Europe shall provide Xxxxxx with the Commission a Current Report on Form 8-K describing the material terms at least [REDACTED: Term] notice of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser prior to making such disclosures, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all parties. No party hereto shall issue thereafter any press release or like public statement announcement concerning any adverse publicity or other negative news concerning any Product outside the Territory), (includingb) each Party shall be permitted to disclose the execution, without limitation, any disclosure required in reports filed with the Commission pursuant terms and conditions of this Agreement if and to the Exchange Actextent required by (i) related judicial order, or (ii) applicable Laws, including securities Laws and the rules or requirements of any securities exchange or market on which such Party’s securities are listed or traded and the requirements of any regulatory authority, provided that, with respect to subsections (i) and (ii), the Party seeking disclosure shall provide each other Party with reasonable advance notice of such disclosure (including the text thereof), disclose no more information relating to the terms of this Agreement or any Product than reasonably necessary and shall, to the extent practical, use its reasonable efforts to cooperate with such other Party in seeking confidential treatment of such information, (c) each Party shall have the transactions contemplated hereby that includes information related right to disclose the execution, terms and conditions of this Agreement and information relating to any Product to the extent already disclosed by either Party pursuant to and in accordance with this ARTICLE 10 in connection with any investor calls or transactions contemplated hereby that presentations (or other similar types of disclosures) in connection with disclosures about such Party’s business and (d) each Party shall have the right to disclose information to its attorneys, accountants and other professional advisors who are under an obligation to keep such information confidential. If a Party is aware or has not previously been knowledge of any negative news or adverse publicity made or to be made about a Product or any New Presentation, such negative news or adverse publicity shall be disclosed without the prior written approval of to the other Parties for review immediately of a party hereto, except as may be necessary becoming aware or appropriate in the opinion acquiring knowledge of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchasersame.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser WFS prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in a press release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Agent, the Forward Seller and the Forward PurchaserWFS.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 8-K or other report the Company is obligated to file under the Exchange Act, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If In the case of any such press release or like public statement, other than a press release or like public statement issued by the Company that includes disclosure related to this Agreement, sales made pursuant to this Agreement and the proceeds thereof for which no notice or consultation with the Agent shall be required (provided that such disclosure in such press release related to such sales made pursuant to this Agreement and the proceeds thereof is so requirednot inconsistent with the disclosure for such sales), the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserparties hereto.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser BofAML prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in a press release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Agent, the Forward Seller and the Forward PurchaserBofAML.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser BNYMCM prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not been previously been disclosed without the prior written approval of the other party hereto, which such approval will not unreasonably withheld, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale of SharesIssuance, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the Price and number of Shares shares of Common Stock issued pursuant to an IssuanceIssuance in an earnings release, the number of Shares sold quarterly report on Form 10-Q or issued pursuant to a Forward, annual report on Form 10-K and the portion Company may provide oral updates of the Maximum Program Amount that has not yet been issued such previously publicly disclosed information to investors and/or shareholders without the prior review or written approval of the Agent, the Forward Seller and the Forward PurchaserBNYMCM.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Datedate of this Agreement, and may file with the Commission a Current Report on Form 8-K 8‑K, with this Agreement attached as an exhibit thereto, describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Agent prior to making such disclosures, and the parties hereto shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all partiesparties hereto. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party heretohereto (not to be unreasonably withheld or delayed), except as may be necessary or appropriate in the reasonable opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all partiesparties hereto. Notwithstanding the foregoing, in no event shall the Company may disclose be required to seek the Agent’s prior consent to (i) any public statements made by the Company (including, without limitation, any statement included in reports filed with the Commission) that are consistent with the statements set forth in the press release and Current Report on Form 8‑K described above or (ii) the public disclosure by the Company of the following: the results of any sale of Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, the number of Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant to a Forward, and the portion of the Maximum Program Amount that has not yet been issued without the prior review or approval of the Agent, the Forward Seller and the Forward Purchaserthis Agreement.

Press Releases and Disclosure. The Company may issue a press release describing the material terms of the transactions contemplated hereby as soon as practicable following the Closing Date, and may file with the Commission a Current Report on Form 8-K describing the material terms of the transactions contemplated hereby, and the Company shall consult with the Agent, the Forward Seller and the Forward Purchaser Xxxxxxx Xxxxx prior to making such disclosures, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosures that is reasonably satisfactory to all parties. No party hereto shall issue thereafter any press release or like public statement (including, without limitation, any disclosure required in reports filed with the Commission pursuant to the Exchange Act) related to this Agreement or any of the transactions contemplated hereby that includes information related to this Agreement or transactions contemplated hereby that has not previously been disclosed without the prior written approval of the other party hereto, except as may be necessary or appropriate in the opinion of the party seeking to make disclosure to comply with the requirements of applicable law or stock exchange rules. If any such press release or like public statement is so required, the party making such disclosure shall consult with the other party prior to making such disclosure, and the parties shall use all commercially reasonable efforts, acting in good faith, to agree upon a text for such disclosure that is reasonably satisfactory to all parties. Notwithstanding the foregoing, the Company may disclose any of the following: the results of any sale issuance of Common Shares, including the Sales Price, the Issuance Price, the use or anticipated use of proceeds, Price and the number of Common Shares issued pursuant to an Issuance, the number of Shares sold or issued pursuant Issuance to a Forward, and the portion of the Maximum Program Amount that has not yet been issued investors and/or stockholders without the prior review or approval of the Agent, the Forward Seller and the Forward PurchaserXxxxxxx Xxxxx.