Common use of Public and Employee Communications Clause in Contracts

Public and Employee Communications. (1) The Parties will agree on a communication plan in connection with: (a) the execution of this Agreement; and (b) the completion of the transactions contemplated herein, to the extent any such communications are to take place prior to the Effective Time. Except as required by Law, a Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party (which consent will not be unreasonably withheld or delayed); provided however, that any Party that, in the opinion of its legal counsel, is required to make disclosure by Law will use its reasonable commercial efforts to give the other Party prior oral or written notice and a reasonable opportunity to review and comment on the disclosure. The Party making such disclosure will give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, will give such notice immediately following the making of such disclosure and will consult with each other in connection with any other external communication with respect to the Transaction; provided further, that, in each case, nothing will restrict a Party from responding to inquiries from investors or financial analysts in compliance with Securities Law requirements. (2) Except as may be required by Law, prior to making any written or oral communications to any team of Company Employees or any other internal Company-wide or other broad communication with respect to the transactions contemplated herein: (a) the Company will provide the Purchaser with a copy of the intended communication; (b) the Purchaser will have a reasonable period of time to review and comment on the communication; (c) the Company will consider any such comments in good faith; and (d) the Parties will cooperate in providing any such mutually agreeable communication.

Public and Employee Communications. (1) The Parties will agree on a communication plan in connection with: (a) the execution of this Agreement; and (b) the completion of the transactions contemplated herein, to the extent any such communications are to take place prior to the Effective Time. Except as required by Law, a Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party Parties (which consent will not be unreasonably withheld or delayed); provided however, that any Party that, in the opinion of its legal counsel, is required to make disclosure by Law will use its reasonable commercial efforts to give the other Party prior oral or written notice and a reasonable opportunity to review and comment on the disclosure. The Party making such disclosure will give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, will give such notice immediately following the making of such disclosure and will consult with each other in connection with any other external communication with respect to the Transaction; provided further, that, in each case, nothing will restrict a Party from responding to inquiries from investors or financial analysts in compliance with Securities Law requirements. (2) Except as may be required by Law, prior to making any written or oral communications to any team of Company Employees or any other internal Company-wide or other broad communication with respect to the transactions contemplated herein: (a) the Company will provide the Purchaser with a copy of the intended communication; (b) the Purchaser will have a reasonable period of time to review and comment on the communication; (c) the Company will consider any such comments in good faith; and (d) the Parties Purchaser and the Company will cooperate in providing any such mutually agreeable communication.

Public and Employee Communications. (1) The Parties will agree on a communication plan in connection with: (a) the execution of this Agreement; and and/or (b) the completion of the transactions contemplated herein, to the extent any such communications are to take place prior to the Effective TimeTransactions. Except as required by Law, a Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party (which consent will not be unreasonably withheld or delayed); provided however, that any Party that, in the opinion of its legal counsel, is required to make disclosure by Law will use its reasonable commercial efforts to give the other Party prior oral or written notice and a reasonable opportunity to review and comment on the disclosure. The Party making such disclosure will give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, will give such notice immediately following the making of such disclosure and will consult with each other in connection with any other external communication with respect to the TransactionTransactions; provided further, that, in each case, nothing will restrict a Party from responding to inquiries from investors or financial analysts in compliance with Securities Law requirements; and, provided further, that each Party is expressly permitted to hold a public call with its investment community to discuss the Transactions and related matters. (2) Except as may be required by Law, prior to making any written or oral communications to any team of Company Employees or Company Contractors or any other internal Company-wide or other broad communication with respect to the transactions contemplated hereinTransactions: (a) the Company will provide the Purchaser Parent with a copy of the intended communication; (b) the Purchaser Parent will have a reasonable period of time to review and comment on the communication; (c) the Company will consider any such comments in good faith; and (d) the Parties Parent and the Company will cooperate in providing any such mutually agreeable communication.

Public and Employee Communications. (1) The Parties will agree on a communication plan in connection with: (a) the execution of this Agreement; and (b) the completion of the transactions contemplated herein, to the extent any such communications are to take place prior to the Effective Time. Except as required by LawThe Parties agree to co-operate in the preparation of presentations, a if any, to the Company Shareholders regarding the Arrangement. No Party must not shall issue any press news release or otherwise make any other public statement or disclosure announcements with respect to this Agreement or the Arrangement without the consent of the other Party (which consent will not be unreasonably withheld withheld, delayed or delayedconditioned); provided , provided, however, that the foregoing shall be subject to each Party’s obligation to make any Party thatdisclosure or filing required under applicable Laws or stock exchange rules, and each Party, in the opinion of its legal counselmaking such disclosure, is required to make disclosure by Law will shall use its all commercially reasonable commercial efforts to give the other Party prior oral or written notice and to the other Party, shall give the other Party a reasonable opportunity to review and or comment on the disclosure. The Party making such disclosure will or filing and shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, will give the other Party such notice immediately following the making of such disclosure and will consult with each other or filing. Nothing in connection with any other external communication with respect to the Transaction; provided further, that, in each case, nothing this Agreement will restrict a Party the Company from responding to inquiries from investors or financial analysts in compliance with Securities Law requirements. (2) Except as may be required by Law, prior to making any written or oral communications to any team of Company Employees or any other internal Company-wide or other broad communication with respect to the transactions contemplated herein: (a) the Company will provide the Purchaser with a copy of the intended communication; (b) the Purchaser will have a reasonable period of time to review and comment on the communication; (c) the Company will consider any such comments in good faith; and (d) the Parties will cooperate in providing any such mutually agreeable communication.

Public and Employee Communications. (1) . The Parties will agree on a communication plan in connection with: (a) the execution of this Agreement; and (b) the completion of the transactions contemplated herein, to the extent any such communications are to take place prior to the Effective Time. Except as required by LawThe Parties agree to co-operate in the preparation of presentations, a if any, to the Company ‎Shareholders regarding the Arrangement. No Party must not shall issue any press news release or otherwise make any other public statement or disclosure announcements with respect to this ‎this Agreement or the Arrangement without the consent of the other Party (which consent ‎consent will not be unreasonably withheld withheld, delayed or delayedconditioned); provided , provided, however, that the foregoing shall be subject to each Party’s obligation to make any Party thatdisclosure or filing required under applicable Laws ‎or stock exchange rules, and each Party, in the opinion of its legal counselmaking such disclosure, is required to make disclosure by Law will shall use its reasonable commercial all commercially ‎reasonable efforts to give the other Party prior oral or written notice and to the other Party, shall give the other Party a reasonable opportunity ‎opportunity to review and or comment on the disclosure. The Party making such disclosure will or filing and shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible‎possible, will give the other Party such notice immediately following the making of such disclosure and will consult with each other or filing. Nothing in connection with any other external communication with respect to the Transaction; provided further, that, in each case, nothing this Agreement will restrict a Party the Company from responding to inquiries from investors or financial analysts in compliance with Securities Law requirements. (2) . Except as may be required by Law, prior to making any written or oral communications to any team of Company Employees or any other internal Company-wide or other broad communication with respect to the transactions contemplated herein: (a) the Company will provide the Purchaser with a copy of the intended communication; (b) the Purchaser will have a reasonable period of time to review and comment on the communication; (c) the Company will consider any such comments in good faith; and (d) the Parties will cooperate in providing any such mutually agreeable communication.

Public and Employee Communications. (1) The Parties will agree on a communication plan in connection with: (a) the execution of this Agreement; and (b) the completion of the transactions contemplated herein, to the extent any such communications are to take place prior to the Effective Time. Except as required by Law, a Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party (which consent will not be unreasonably withheld or delayed); provided however, that any Party that, in the opinion of its legal counsel, is required to make disclosure by Law will use its reasonable commercial efforts to give the other Party prior oral or written notice and a reasonable opportunity to review and comment on the disclosure. The Party making such disclosure will give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, will give such notice immediately following the making of such disclosure and will consult with each other in connection with any other external communication with respect to the Transaction; provided further, that, in each case, nothing will restrict a Party from responding to inquiries from investors or financial analysts in compliance with Securities Law requirements. (2) Except as may be required by Law, prior to making any written or oral communications to any team of Company Employees or any other internal Company-wide or other broad communication with respect to the transactions contemplated herein: (a) the Company will provide the Purchaser with a copy of the intended communication; (b) the Purchaser will have a reasonable period of time to review and comment on the communication; (c) the Company will consider any such comments in good faith; and (d) the Parties will cooperate in providing any such mutually agreeable communication.;