Common use of Press Releases; Confidentiality Clause in Contracts

Press Releases; Confidentiality. Landlord shall have the right, without further notice to Tenant, to include general information relating to the Lease, including Tenant’s name, the Building and the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant in connection with the Lease to issue, any press release or other public disclosure regarding the Lease or any of the terms contained in the Lease (or any amendments or modifications thereto), without the prior written approval of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees (collectively, “Permitted Parties”), and except as, in the good faith judgment of Landlord or Tenant, may be required to enable Landlord or Tenant to comply with its obligations under law or under rules and regulations of the Securities and Exchange Commission. Neither party may make any public disclosure of the specific terms of the Lease, except as required by law or as otherwise provided in this paragraph. In connection with the negotiation of the Lease and the preparation for the consummation of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to the other party. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated or use such information, except to Permitted Parties.

Appears in 3 contracts

Samples: Lease (Marinus Pharmaceuticals Inc), Lease (Ameriquest, Inc.), Lease (Inovio Pharmaceuticals, Inc.)

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Press Releases; Confidentiality. Landlord shall have the right, to the extent required to be disclosed by Landlord or Landlord’s affiliates in connection with filings required by applicable Laws, including without further limitation the Securities and Exchange Commission (“SEC”), without notice to Tenant, Tenant to include in such securities filings general information relating to the Lease, including including, without limitation, Tenant’s name, the Building Building, and the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activityPremises. Information relating to rates Except as set forth in the Lease will not be released without Tenant’s prior written consent. preceding sentence, neither Tenant nor Landlord shall not issue, nor or permit any broker, representative, or agent representing Tenant either party in connection with the Lease to issue, any press release or other public disclosure regarding the Lease or any specific terms of the terms contained in the Lease (or any amendments or modifications theretohereof), without the prior written approval of Landlordthe other party. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof (but not the existence thereof) are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees (collectively, “Permitted Parties”), and except as, in the good faith judgment of Landlord or Tenant, may be required to enable Landlord or Tenant to comply with its obligations under law Law or under rules laws and regulations of the Securities and Exchange CommissionSEC. Neither party may make any public disclosure of the specific terms of the Lease, except as required by law Law, including without limitation SEC laws and regulations, or as otherwise provided in this paragraph. In connection with the negotiation of the Lease and the preparation for the consummation of the transactions contemplated herebythereby, each party acknowledges that it will have had access to confidential information relating to the other party. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated duplicate or use such information, except to by Permitted Parties.

Appears in 2 contracts

Samples: Lease (Accolade, Inc.), Lease (Accolade, Inc.)

Press Releases; Confidentiality. Landlord shall have Either party may issue press releases and other public communications announcing the right, transaction contemplated by this Agreement without further notice to Tenant, to include general information relating to the Lease, including Tenant’s nameconsent of the other party. In addition, the Building Sellers and their affiliates may make such filings with the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant SEC as are required in connection with the Lease to issuematters contemplated by this Agreement. Notwithstanding the foregoing, any no such press release or other public disclosure regarding communication shall include any information (other than the Lease identification of the parties) that is required to be kept confidential pursuant to the remaining provisions of this Section 12.17. Purchaser shall refrain, and shall use reasonable efforts to cause its agents and representatives to refrain, from disclosing in any manner whatsoever, (a) the information provided to Purchaser by any Seller or its representatives, or (b) any analyses, compilations, studies or other documents or records prepared by or on behalf of Purchaser, in connection with Purchaser’s investigation of any of the terms contained in the Lease (or any amendments or modifications thereto)Properties, without first obtaining the prior written approval consent of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees Sellers (collectively, “Permitted PartiesProprietary Information”). The foregoing shall not preclude Purchaser (i) from discussing the Proprietary Information with any person who is employed by Purchaser or who, on behalf of Purchaser, is actively and except as, directly participating in the good faith judgment purchase and sale of Landlord all of the Properties, including, without limitation, to Purchaser’s shareholders, partners, members, existing or Tenantprospective lenders, may be attorneys, accountants and other consultants and advisors, or (ii) from complying with all laws, rules, regulations and court orders, including, without limitation, governmental regulatory, disclosure, tax and reporting requirements; provided, however, that if Purchaser is required to enable Landlord or Tenant to comply with its obligations under by applicable law or under rules and regulations legal process to disclose any Proprietary Information, Purchaser agrees to furnish only that portion of the Securities Proprietary Information which Purchaser is legally compelled to disclose and Exchange Commissionto use its commercially reasonable efforts to obtain assurance that, if possible, confidential treatment will be accorded to the Proprietary Information. Neither party may make any public disclosure Purchaser shall inform its respective representatives of the specific confidential nature of the Proprietary Information and shall direct them to be bound by the terms of this section. In addition to any other remedies available to the LeaseSellers, except as required by law the Sellers shall have the right to seek equitable relief, including, without limitation, injunctive relief or specific performance, against Purchaser in order to enforce the provisions of this section. The provisions of such confidentiality agreement shall survive any termination of this Agreement. Except as otherwise expressly provided in this paragraph. In connection with the negotiation Agreement, Purchaser agrees not to contact, directly or indirectly, any personnel at any of the Lease Properties prior to the Closing Date, and the preparation agrees to be liable for the consummation all of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to Sellers’ damages in the other party. Each party shall treat event of any such information and shall cause contact by Purchaser or any of its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated agents or use such information, except to Permitted Partiesrepresentatives.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Washington Real Estate Investment Trust)

Press Releases; Confidentiality. Landlord shall have the right, without further notice to Tenant, to include general information relating to the Lease, including limited to Tenant’s name, the Building and the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant in connection with the Lease to issue, any press release or other public disclosure regarding the Lease or any of the terms contained in the Lease (or any amendments or modifications thereto), without the prior written approval of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees (collectively, “Permitted Parties”), and except as, in the good faith judgment of Landlord or Tenant, may be required to enable Landlord or Tenant to comply with its obligations under law or under rules and regulations of the Securities and Exchange Commission. Neither party may make any public disclosure of the specific terms of the Lease, except as required by law or as otherwise provided in this paragraph. In connection with the negotiation of the Lease and the preparation for the consummation of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to the other party. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated or use such information, except to Permitted Parties.

Appears in 1 contract

Samples: Lease (Qlik Technologies Inc)

Press Releases; Confidentiality. Neither Landlord nor Tenant shall have issue a press release concerning this Lease or the right, lease transaction referred to herein without further notice to Tenant, to include general information relating to the Lease, including Tenant’s name, the Building and the square footage prior written consent of the Premises other party (which consent may be given or withheld in press releases relating such other party’s sole and absolute discretion). Tenant agrees that the business and economic terms of this Lease are confidential and constitute proprietary information of Landlord, and that disclosure of the terms hereof could adversely affect the ability of Landlord to Landlord’s negotiate with other tenants in the Project or in the project contemplated to be developed by Landlord or its affiliate on an adjacent parcel. Tenant hereby agrees that Tenant and its affiliates’ leasing activity. Information relating officers, directors, employees, agents, members, managers, partners, real estate brokers and salespersons and attorneys shall not disclose the terms of this Lease to rates set forth in the Lease will not be released any other person without TenantLandlord’s prior written consent. Tenant shall not issue, nor permit except to any broker, representative, or agent representing accountants of Tenant in connection with the Lease preparation of Tenant’s financial statements or tax returns, to issue, any press release or other public disclosure regarding the an assignee of this Lease or subtenant of the Premises, or to any other third party with a need to know such information provided that Tenant shall require any such person or entity to whom such confidential information is disclosed to agree, prior to receipt of such information, to maintain the confidentiality of such information. Anything herein to the contrary notwithstanding, Landlord and Tenant each shall be permitted to disclose any of the terms contained of this Lease to an entity or person to whom disclosure is required by applicable law, court order or regulation (including, without limitation, SEC regulation) or in connection with any action brought to enforce this Lease. Tenant’s obligation to keep the terms of this Lease confidential as provided above shall not apply to any terms of this Lease that are in the Lease public domain (or any amendments or modifications thereto), without the prior written approval violation of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are hereof by Tenant) at the time of a confidential nature and shall not be disclosed except to communication of such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees (collectively, “Permitted Parties”), and except as, in the good faith judgment of Landlord or Tenant, may be required to enable Landlord or Tenant to comply with its obligations under law or under rules and regulations of the Securities and Exchange Commission. Neither party may make any public disclosure of the specific terms of the Lease, except as required by law or as otherwise provided in this paragraph. In connection with the negotiation of the Lease and the preparation for the consummation of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to the other party. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated or use such information, except to Permitted Partiesrecipient thereof by Tenant.

Appears in 1 contract

Samples: Lease Agreement (Rambus Inc)

Press Releases; Confidentiality. Landlord shall have Either party may issue press releases and other public communications announcing the right, transaction contemplated by this Agreement without further notice to Tenant, to include general information relating to the Lease, including Tenant’s nameconsent of the other party. In addition, the Building Sellers and their affiliates may make such filings with the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant SEC as are required in connection with the Lease to issuematters contemplated by this Agreement. Notwithstanding the foregoing, any no such press release or other public disclosure regarding communication shall include any information (other than the Lease identification of the parties) that is required to be kept confidential WRIT Industrial II pursuant to the remaining provisions of this Section 12.17. Purchaser shall refrain, and shall use reasonable efforts to cause its agents and representatives to refrain, from disclosing in any manner whatsoever, (a) the information provided to Purchaser by any Seller or its representatives, or (b) any analyses, compilations, studies or other documents or records prepared by or on behalf of Purchaser, in connection with Purchaser’s investigation of any of the terms contained in the Lease (or any amendments or modifications thereto)Properties, without first obtaining the prior written approval consent of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees Sellers (collectively, “Permitted PartiesProprietary Information”). The foregoing shall not preclude Purchaser (i) from discussing the Proprietary Information with any person who is employed by Purchaser or who, on behalf of Purchaser, is actively and except as, directly participating in the good faith judgment purchase and sale of Landlord all of the Properties, including, without limitation, to Purchaser’s shareholders, partners, members, existing or Tenantprospective lenders, may be attorneys, accountants and other consultants and advisors, or (ii) from complying with all laws, rules, regulations and court orders, including, without limitation, governmental regulatory, disclosure, tax and reporting requirements; provided, however, that if Purchaser is required to enable Landlord or Tenant to comply with its obligations under by applicable law or under rules and regulations legal process to disclose any Proprietary Information, Purchaser agrees to furnish only that portion of the Securities Proprietary Information which Purchaser is legally compelled to disclose and Exchange Commissionto use its commercially reasonable efforts to obtain assurance that, if possible, confidential treatment will be accorded to the Proprietary Information. Neither party may make any public disclosure Purchaser shall inform its respective representatives of the specific confidential nature of the Proprietary Information and shall direct them to be bound by the terms of this section. In addition to any other remedies available to the LeaseSellers, except as required by law the Sellers shall have the right to seek equitable relief, including, without limitation, injunctive relief or specific performance, against Purchaser in order to enforce the provisions of this section. The provisions of such confidentiality agreement shall survive any termination of this Agreement. Except as otherwise expressly provided in this paragraph. In connection with the negotiation Agreement, Purchaser agrees not to contact, directly or indirectly, any personnel at any of the Lease Properties prior to the Closing Date, and the preparation agrees to be liable for the consummation all of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to Sellers’ damages in the other party. Each party shall treat event of any such information and shall cause contact by Purchaser or any of its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated agents or use such information, except to Permitted Partiesrepresentatives.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Washington Real Estate Investment Trust)

Press Releases; Confidentiality. Landlord shall have Neither party may issue press releases or other public communications announcing the right, transaction contemplated by this Agreement without further notice the consent of the other party. Purchaser acknowledges that the rules and regulations promulgated by the United States Securities and Exchange Commission (the “SEC”) may require Seller to Tenant, to include general disclose certain information relating to the Lease, including Tenant’s name, the Building concerning this Agreement and the square footage of transactions contemplated herein in documents to be filed with the Premises in press releases relating to Landlord’s SEC. The Sellers and its affiliates’ leasing activity. Information relating to rates set forth in their affiliates may make such filings with the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant SEC as are required in connection with the Lease to issuematters contemplated by this Agreement and such disclosures shall not constitute a breach or a violation of this Section 12.17 or any other confidentiality or non-disclosure agreement executed by the parties (or any of their respective affiliates. Notwithstanding the foregoing, any no such press release or other public disclosure regarding communication shall include any information (other than the Lease identification of the parties) that is required to be kept confidential pursuant to the remaining provisions of this Section 12.17. Purchaser shall refrain, and shall use reasonable efforts to cause its agents and representatives to refrain, from disclosing in any manner whatsoever, (a) the information provided to Purchaser by any Seller or its representatives, or (b) any analyses, compilations, studies or other documents or records prepared by or on behalf of Purchaser, in connection with Purchaser’s investigation of any of the terms contained in the Lease (or any amendments or modifications thereto)Properties, without first obtaining the prior written approval consent of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees Sellers (collectively, “Permitted PartiesProprietary Information”). The foregoing shall not preclude Purchaser (i) from discussing the Proprietary Information with any person who is employed by Purchaser or who, on behalf of Purchaser, is actively and except as, directly participating in the good faith judgment purchase and sale of Landlord all of the Properties, including, without limitation, to Purchaser’s shareholders, partners, members, existing or Tenantprospective lenders, may be attorneys, accountants and other consultants and advisors, or (ii) from complying with all laws, rules, regulations and court orders, including, without limitation, governmental regulatory, disclosure, tax and reporting requirements; provided, however, that if Purchaser is required to enable Landlord or Tenant to comply with its obligations under by applicable law or under rules and regulations legal process to disclose any Proprietary Information, Purchaser agrees to furnish only that portion of the Securities Proprietary Information which Purchaser is legally compelled to disclose and Exchange Commissionto use its commercially reasonable efforts to obtain assurance that, if possible, confidential treatment will be accorded to the Proprietary Information. Neither party may make any public disclosure Purchaser shall inform its respective representatives of the specific confidential nature of the Proprietary Information and shall direct them to be bound by the terms of this section. In addition to any other remedies available to the LeaseSellers, except as required by law the Sellers shall have the right to seek equitable relief, including, without limitation, injunctive relief or specific performance, against Purchaser in order to enforce the provisions of this section. The provisions of such confidentiality agreement shall survive any termination of this Agreement. Except as otherwise expressly provided in this paragraph. In connection with the negotiation Agreement, Purchaser agrees not to contact, directly or indirectly, any personnel at any of the Lease Properties prior to the Closing Date, and the preparation agrees to be liable for the consummation all of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to Sellers’ damages in the other party. Each party shall treat event of any such information and shall cause contact by Purchaser or any of its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated agents or use such information, except to Permitted Partiesrepresentatives.

Appears in 1 contract

Samples: Purchase and Sale Agreement (First Potomac Realty Trust)

Press Releases; Confidentiality. Landlord Either party may issue press releases and other public communications announcing the transaction contemplated by this Agreement with the consent of the other party (which consent shall have not be unreasonably withheld, conditioned or delayed); provided that Seller may issue press releases without the rightconsent of Purchaser if such press releases are substantially in the form emailed by Xxxx Xxxxxxx to Xxxx Xxxxxx on September 27, without further notice to Tenant, to include general information relating 2013. In addition and notwithstanding anything to the Leasecontrary herein, including Tenant’s nameSeller and their Affiliates may file and describe this Agreement in flings, and may make such other filings with the Building and the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant SEC as are required in connection with the Lease to issuematters contemplated by this Agreement. Notwithstanding the foregoing, any no such press release or other public disclosure regarding communication shall include any information (other than the Lease or any identification of the terms contained parties) that is required to be kept confidential pursuant to the remaining provisions of this Section 12.16. Purchaser and Seller shall refrain, and shall cause their agents and representatives to refrain, from disclosing in any manner whatsoever, (a) the Lease information provided by the other party or its representatives, or (b) any analyses, compilations, studies or any amendments other documents or modifications thereto)records prepared by or on behalf of the other party, in connection with this transaction, without first obtaining the prior written approval consent of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees other Party (collectively, “Permitted PartiesProprietary Information”). The foregoing shall not preclude Purchaser or Seller (i) from discussing the Proprietary Information with any person who is employed by Purchaser or Seller or who, on behalf of Purchaser or Seller, is actively and except as, directly participating in the good faith judgment purchase and sale of Landlord the Property, including, without limitation, to shareholders, partners, members, existing or Tenantprospective lenders, may be attorneys, accountants and other consultants and advisors, (ii) from complying with all laws, rules, regulations and court orders, including, without limitation, governmental regulatory, disclosure, tax and reporting requirements, or (iii) from Purchaser utilizing such Proprietary Information after Closing in its ownership and operation of the Property; provided, however, that if Purchaser or Seller are required to enable Landlord or Tenant to comply with its obligations under by applicable law or under rules and regulations legal process to disclose any Proprietary Information, the parties agree to furnish only that portion of the Securities Proprietary Information which such party is legally compelled to disclose and Exchange Commissionto use its commercially reasonable efforts to obtain assurance that, if possible, confidential treatment will be accorded to the Proprietary Information. Neither party may make any public disclosure Purchaser and Seller shall inform their respective representatives of the specific confidential nature of the Proprietary Information and shall direct them to be bound by the terms of this section. In addition to any other remedies available to the Leasenon-defaulting party, except as required by law the non-defaulting party shall have the right to seek equitable relief, including, without limitation, injunctive relief or specific performance, against the defaulting party under this Section in order to enforce the provisions of this section. The provisions of such confidentiality agreement shall survive any termination of this Agreement. Except as otherwise expressly provided in this paragraph. In connection with Agreement, Purchaser agrees not to contact, directly or indirectly, any personnel at the negotiation Property prior to the Closing Date without Seller’s consent, and agrees to be liable for all of the Lease and Seller’s damages in the preparation for the consummation event of the transactions contemplated herebyany such unpermitted contact by Purchaser or any of its agents or representatives (excluding indirect, each party acknowledges that it will have had access to confidential information relating to the other party. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated consequential or use such information, except to Permitted Partiespunitive damages of any kind).

Appears in 1 contract

Samples: Purchase and Sale Agreement (Washington Real Estate Investment Trust)

Press Releases; Confidentiality. Landlord shall have Either party may issue press releases and other public communications announcing the right, transaction contemplated by this Agreement without further notice to Tenant, to include general information relating to the Lease, including Tenant’s nameconsent of the other party. In addition, the Building Sellers and their affiliates may make such filings with the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant SEC as are required in connection with the Lease to issuematters contemplated by this Agreement. Notwithstanding the foregoing, any no such press release or other public disclosure regarding communication shall include any information (other than the Lease identification of the parties) that is required to be kept confidential pursuant to the remaining provisions of this Section 12.17. Purchaser shall refrain, and shall use reasonable efforts to cause its agents and representatives to refrain, from disclosing in any manner whatsoever, (a) the information provided to Purchaser by any Seller or its representatives, or (b) any analyses, compilations, studies or other documents or records prepared by or on behalf of Purchaser, in connection with Purchaser’s investigation of any of the terms contained in the Lease (or any amendments or modifications thereto)Properties, without first obtaining the prior written approval consent of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees Sellers (collectively, “Permitted PartiesProprietary Information”). The foregoing shall not preclude Purchaser (i) from discussing the Proprietary Information with any person who is employed by Purchaser or who, on behalf of Purchaser, is actively and except as, directly participating in the good faith judgment purchase and sale of Landlord all of the Properties, including, without limitation, to Purchaser’s shareholders, partners, members, existing or Tenantprospective lenders, may be attorneys, accountants and other consultants and advisors, or (ii) from complying with all laws, rules, regulations and court orders, including, without limitation, governmental regulatory, disclosure, tax and reporting requirements; provided, however, that if Purchaser is required to enable Landlord or Tenant to comply with its obligations under by applicable law or under rules and regulations legal process to disclose any Proprietary Information, Purchaser agrees to furnish only that portion of the Securities Proprietary Information which Purchaser is legally compelled to disclose and Exchange Commissionto use its commercially reasonable efforts to obtain assurance that, if possible, confidential treatment will be accorded to the Proprietary Information. Neither party may make any public disclosure Purchaser shall inform its respective representatives of the specific confidential nature of the Proprietary Information and shall direct them to be bound by the terms of this section. In addition to any other remedies available to the LeaseSellers, except as required by law the Sellers shall have the right to seek equitable relief, including, without limitation, injunctive relief or specific performance, against Purchaser in order to enforce the provisions of this section. The provisions of such confidentiality agreement shall survive any termination of this Agreement. Except as otherwise expressly provided in this paragraph. In connection with the negotiation Agreement, Purchaser agrees not to contact, directly or indirectly, any personnel at any of the Lease Properties prior to the Closing Date, and the preparation agrees to be liable for the consummation all of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to Sellers’ damages in the other partyevent of any such contact by Purchaser or any of its agents or representatives. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated or use such information, except to Permitted Parties.WRIT Industrial V

Appears in 1 contract

Samples: Purchase and Sale Agreement (Washington Real Estate Investment Trust)

Press Releases; Confidentiality. Landlord shall have the right, without further notice to Tenant, to include general information relating (a) Prior to the LeaseClosing and thereafter, including Tenant’s namenone of the Acquiror, the Building and Company or the square footage of the Premises in Voting Stockholders shall make any press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, release or agent representing Tenant public announcement in connection with the Lease to issue, any press release or other public disclosure regarding the Lease or any of the terms contained in the Lease (or any amendments or modifications thereto), transactions contemplated hereby without the prior written approval consent of Landlord. the other parties or, if required by law, without prior consultation with the other parties. (b) The parties acknowledge Acquiror agrees to keep non-public information regarding the Company confidential until the Closing Date and agrees that the transaction described Acquiror will only use such information in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees (collectively, “Permitted Parties”), and except as, in the good faith judgment of Landlord or Tenant, may be required to enable Landlord or Tenant to comply with its obligations under law or under rules and regulations of the Securities and Exchange Commission. Neither party may make any public disclosure of the specific terms of the Lease, except as required by law or as otherwise provided in this paragraph. In connection with the negotiation transactions contemplated by this Agreement and not disclose any of such information other than (i) to the Lease and the preparation for the consummation of Acquiror's representatives who are involved with the transactions contemplated herebyby this Agreement, (ii) to the extent such information presently is or hereafter becomes available, on a non-confidential basis, from a source other than the Stockholders or the Company, and (iii) to the extent disclosure is required by law, regulation or judicial order by any Governmental Authority. (c) The Company and the Stockholders agree to keep non-public information regarding the Acquiror, and the Voting Stockholders agree to keep non-public information regarding the Company confidential and agree that they will only use such information in connection with the transactions contemplated by this Agreement and not disclose any of such information other than (i) to the Voting Stockholders' and the Company's respective representatives who are involved with the transactions contemplated by this Agreement, (ii) to the extent such information presently is or hereafter becomes available, on a non-confidential basis, from a source other than the Acquiror and (iii) to the extent disclosure is required by law, regulation or judicial order by any Governmental Authority. (d) Prior to any disclosure required by law, regulation or judicial order, the Acquiror, the Company or the Voting Stockholders, as the case may be, shall advise each party acknowledges of the others of such requirement so that it will have had access to confidential information relating to the other party. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated or use such information, except to Permitted Partiesmay seek a protective order.

Appears in 1 contract

Samples: Merger Agreement (Precise Software Solutions LTD)

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Press Releases; Confidentiality. Landlord shall have Either party may issue press releases and other public communications announcing the right, transaction contemplated by this Agreement without further notice to Tenant, to include general information relating to the Lease, including Tenant’s nameconsent of the other party. In addition, the Building Sellers and their affiliates may make such filings with the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant SEC as are required in connection with the Lease to issuematters contemplated by this Agreement. Notwithstanding the foregoing, any no such press release or other public disclosure regarding communication shall include any information (other than the Lease identification of the parties) that is required to be kept confidential WRIT Industrial I pursuant to the remaining provisions of this Section 12.17. Purchaser shall refrain, and shall use reasonable efforts to cause its agents and representatives to refrain, from disclosing in any manner whatsoever, (a) the information provided to Purchaser by any Seller or its representatives, or (b) any analyses, compilations, studies or other documents or records prepared by or on behalf of Purchaser, in connection with Purchaser’s investigation of any of the terms contained in the Lease (or any amendments or modifications thereto)Properties, without first obtaining the prior written approval consent of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees Sellers (collectively, “Permitted PartiesProprietary Information”). The foregoing shall not preclude Purchaser (i) from discussing the Proprietary Information with any person who is employed by Purchaser or who, on behalf of Purchaser, is actively and except as, directly participating in the good faith judgment purchase and sale of Landlord all of the Properties, including, without limitation, to Purchaser’s shareholders, partners, members, existing or Tenantprospective lenders, may be attorneys, accountants and other consultants and advisors, or (ii) from complying with all laws, rules, regulations and court orders, including, without limitation, governmental regulatory, disclosure, tax and reporting requirements; provided, however, that if Purchaser is required to enable Landlord or Tenant to comply with its obligations under by applicable law or under rules and regulations legal process to disclose any Proprietary Information, Purchaser agrees to furnish only that portion of the Securities Proprietary Information which Purchaser is legally compelled to disclose and Exchange Commissionto use its commercially reasonable efforts to obtain assurance that, if possible, confidential treatment will be accorded to the Proprietary Information. Neither party may make any public disclosure Purchaser shall inform its respective representatives of the specific confidential nature of the Proprietary Information and shall direct them to be bound by the terms of this section. In addition to any other remedies available to the LeaseSellers, except as required by law the Sellers shall have the right to seek equitable relief, including, without limitation, injunctive relief or specific performance, against Purchaser in order to enforce the provisions of this section. The provisions of such confidentiality agreement shall survive any termination of this Agreement. Except as otherwise expressly provided in this paragraph. In connection with the negotiation Agreement, Purchaser agrees not to contact, directly or indirectly, any personnel at any of the Lease Properties prior to the Closing Date, and the preparation agrees to be liable for the consummation all of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to Sellers’ damages in the other party. Each party shall treat event of any such information and shall cause contact by Purchaser or any of its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated agents or use such information, except to Permitted Partiesrepresentatives.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Washington Real Estate Investment Trust)

Press Releases; Confidentiality. Landlord shall have the right, to the extent required to be disclosed by Landlord or Landlord’s affiliates in connection with filings required by applicable Laws, including without further limitation the Securities and Exchange Commission (“SEC”), without notice to Tenant, Tenant to include in such securities filings general information relating to the Lease, including including, without limitation, Tenant’s name, the Building Building, and the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activityPremises. Information relating to rates Except as set forth in the Lease will not be released without Tenant’s prior written consent. preceding sentence, neither Tenant nor Landlord shall not issue, nor or permit any broker, representative, or agent representing Tenant either party in connection with the Lease to issue, any press release or other public disclosure regarding the Lease or any specific terms of the terms contained in the Lease (or any amendments or modifications theretohereof), without the prior written approval of Landlordthe other party. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof (but not the existence thereof) are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, brokers, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees (collectively, “Permitted Parties”), and except as, in the good faith judgment of Landlord or Tenant, may be required to enable Landlord or Tenant to comply with its obligations under law Law or under rules laws and regulations of the Securities and Exchange CommissionSEC. Neither party may make any public disclosure of the specific terms of the Lease, except as required by law Law, including without limitation SEC laws and regulations, or as otherwise provided in this paragraph. In connection with the negotiation of the Lease and the preparation for the consummation of the transactions contemplated herebythereby, each party acknowledges that it will have had access to confidential information relating to the other party. Each party shall treat such information and shall use its best efforts to cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated duplicate or use such information, except to by Permitted Parties.

Appears in 1 contract

Samples: Lease (BigCommerce Holdings, Inc.)

Press Releases; Confidentiality. Landlord Neither Buyer nor Seller shall have the right, without further notice to Tenant, to include general information relating to the Lease, including Tenant’s name, the Building and the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activity. Information relating to rates set forth in the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant in connection with the Lease to issue, issue any press release or other public disclosure regarding the Lease media publicity of any kind whatever with respect to this Agreement or any of the terms contained transactions contemplated hereby, unless approved by both parties hereto in writing (such approval not to be unreasonably withheld) or as required by law. This restriction shall exclude releases or announcements required by SEC reporting requirements, and other legal requirements associated with the Lease (operation of a public real estate investment trust, as to which Buyer shall provide an opinion of counsel that such requirements compel the release of information. This restriction shall also exclude disclosure to the lenders as required to attain consent to the assumption of the Assumable Debt. Notwithstanding anything to the contrary set forth herein, the text of any press release or other media publicity must be approved by both Buyer and Seller prior to the distribution of any amendments or modifications thereto)release which approval shall not be unreasonably withheld. Except as otherwise expressly set forth herein, without the prior written approval of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) this Agreement and the terms thereof are of a transactions contemplated hereby shall be kept confidential nature by the parties and all information contained herein and in any Property Information shall not be disclosed except to such party’s those employees, attorneys, accountants, consultants, advisors, affiliatesaccountants and professionals of the parties who have a need to know in order to evaluate the Property and/or to consummate the transactions, and actual and prospective purchaserssuch third parties shall also be directed to keep such information confidential. In the event that the Closing does not occur, lenders, investors, subtenants and assignees (collectively, “Permitted Parties”), and except as, in the good faith judgment of Landlord or Tenant, may be required to enable Landlord or Tenant to comply with its obligations under law or under rules and regulations all of the Securities Property Information and Exchange Commissionany copies thereof shall be returned to Seller. Neither party may make any public disclosure of the specific terms of the LeaseBuyer for itself and all affiliated entities, officers, directors, employees and agents (collectively "Chelsea") agrees that, except as required hereafter set forth, none of the information obtained by law Buyer with respect to the Las Vegas project will be used for any purpose other than evaluation of the transaction contemplated hereby. Notwithstanding the foregoing, Buyer may generally discuss the sale of the Las Vegas Property as contemplated by this Agreement with X. Xxxxxxxx at Xxxx Enterprises provided that Xxxxxx Xxxxxx is a party to any such discussions. Prior to the Closing, such information will be obtained by and used solely by Buyer's acquisition personnel, who Buyer represents and warrants are different from their leasing personnel, and will not be shared with any leasing personnel other than the Senior Vice President and the Vice President of Leasing or as otherwise provided with any advertising or promotional personnel other than the Vice President of Marketing and Real Estate or the Vice President of Operations. None of the information may be used in connection with any conversations, discussions or approaches to Seller's tenants or any third parties about leasing space in Chelsea's other project(s) in the Las Vegas area. The provisions of this paragraph. In Article shall survive a termination of this Agreement but upon Closing shall be deemed merged with the Deed; provided, however that any press release issued in connection with the negotiation of the Lease and the preparation for the consummation of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating Closing shall be subject to the other party. Each party shall treat such information approval of both Buyer and shall cause its Permitted Parties Seller not to treat such confidential information as confidential, and shall preserve the confidentiality thereof, and not duplicated or use such information, except to Permitted Partiesbe unreasonably withheld.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Chelsea Property Group Inc)

Press Releases; Confidentiality. Landlord shall have the right, to the extent required to be disclosed by Landlord or Landlord’s affiliates in connection with securities filings, without further notice to Tenant, Tenant to include in such securities filings general information relating to the Lease, including including, without limitation, Tenant’s name, the Building Building, and the square footage of the Premises in press releases relating to Landlord’s and its affiliates’ leasing activityPremises. Information relating to rates Except as set forth in the Lease will not be released without Tenant’s prior written consent. preceding sentence, neither Tenant nor Landlord shall not issue, nor or permit any broker, representative, or agent representing Tenant either party in connection with the Lease to issue, any press release or other public disclosure regarding the Lease or any specific terms of the terms contained in the Lease (or any amendments or modifications theretohereof), without the prior written approval of Landlordthe other party. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof hereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees (collectively, “Permitted Parties”), and except as, in the good faith judgment of Landlord or Tenant, may be required to enable Landlord or Tenant to comply with its obligations under law or under rules and regulations of the Securities and Exchange Commission. Neither party may make any public disclosure of the specific terms of the Lease, except as required by law or as otherwise provided in this paragraph. In connection with the negotiation of the Lease and the preparation for the consummation of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating to the other party. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidential, and shall preserve the confidentiality thereofthereof except as provided for in this paragraph, and not duplicated duplicate or use such information, except to by Permitted Parties. Notwithstanding anything contained herein to the contrary, Landlord agrees to not disclose any of Tenant’s financial information to any party not subject to: (i) the Confidentiality Agreement previously entered into by Landlord and Tenant or (ii) any Confidentiality Agreement entered into by Landlord and Tenant in the future.

Appears in 1 contract

Samples: Lease (Sailpoint Technologies Holdings, Inc.)

Press Releases; Confidentiality. Landlord shall have Either party may issue press releases and other public communications announcing the right, transaction contemplated by this Agreement without further notice to Tenant, to include general information relating to the Lease, including Tenant’s name, the Building and the square footage consent of the Premises in press releases relating to Landlord’s other party. In addition, Seller and its affiliates’ leasing activity. Information relating to rates set forth in affiliates may make such filings with the Lease will not be released without Tenant’s prior written consent. Tenant shall not issue, nor permit any broker, representative, or agent representing Tenant SEC as are required in connection with the Lease to issuematters contemplated by this Agreement. Notwithstanding the foregoing, any no such press release or other public disclosure regarding communication shall include any information (other than the Lease identification of the parties) that is required to be kept confidential pursuant to the remaining provisions of this Section 12.17. Purchaser shall refrain, and shall use reasonable efforts to cause its agents and representatives to refrain, from disclosing in any manner whatsoever, (a) the information provided to Purchaser by Seller or its representatives, or (b) any analyses, compilations, studies or other documents or records prepared by or on behalf of Purchaser, in connection with Purchaser’s investigation of any of the terms contained in the Lease (or any amendments or modifications thereto)Property, without first obtaining the prior written approval consent of Landlord. The parties acknowledge that the transaction described in the Lease (and any amendments and modifications thereto) and the terms thereof are of a confidential nature and shall not be disclosed except to such party’s employees, attorneys, accountants, consultants, advisors, affiliates, and actual and prospective purchasers, lenders, investors, subtenants and assignees Seller (collectively, “Permitted PartiesProprietary Information”). The foregoing shall not preclude Purchaser (i) from discussing the Proprietary Information with any person who is employed by Purchaser or who, on behalf of Purchaser, is actively and except as, directly participating in the good faith judgment purchase and sale of Landlord the Property, including, without limitation, to Purchaser’s shareholders, partners, members, existing or Tenantprospective lenders, may be attorneys, accountants and other consultants and advisors, or (ii) from complying with all laws, rules, regulations and court orders, including, without limitation, governmental regulatory, disclosure, tax and reporting requirements; provided, however, that if Purchaser is required to enable Landlord or Tenant to comply with its obligations under by applicable law or under rules and regulations legal process to disclose any Proprietary Information, Purchaser agrees to furnish only that portion of the Securities Proprietary Information which Purchaser is legally compelled to disclose and Exchange Commissionto use its commercially reasonable efforts to obtain assurance that, if possible, confidential treatment will be accorded to the Proprietary Information. Neither party may make any public disclosure Purchaser shall inform its respective representatives of the specific confidential nature of the Proprietary Information and shall direct them to be bound by the terms of this section. In addition to any other remedies available to Seller, Seller shall have the Leaseright to seek equitable relief, except as required by law including, without limitation, injunctive relief or specific performance, against Purchaser in order to enforce the provisions of this section. The provisions of such confidentiality agreement shall survive any termination of this Agreement. Except as otherwise expressly provided in this paragraph. In connection with the negotiation Agreement, Purchaser agrees not to contact, directly or indirectly, any personnel at any of the Lease and the preparation for the consummation of the transactions contemplated hereby, each party acknowledges that it will have had access to confidential information relating Property prior to the other party. Each party shall treat such information and shall cause its Permitted Parties to treat such confidential information as confidentialClosing Date, and shall preserve agrees to be liable for all of Seller’s damages in the confidentiality thereof, and not duplicated event of any such contact by Purchaser or use such information, except to Permitted Partiesany of its agents or representatives.

Appears in 1 contract

Samples: Purchase and Sale Agreement (Washington Real Estate Investment Trust)

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