Common use of Public Announcement and SEC Filing Clause in Contracts

Public Announcement and SEC Filing. (i) No later than the next business day following the execution of this Agreement, the Company shall issue the press release in the form attached hereto as Exhibit B (the “Press Release”), and (ii) file promptly thereafter a Form 8-K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx Group shall promptly file an amendment to its Schedule 13D with respect to the Company filed by the Xxxxxxxxxxx Group with the SEC on February 6, 2014, reporting the entry into this Agreement, amending applicable items to conform to its obligations hereunder, consistent with the Press Release and appending or incorporating by reference this Agreement as an exhibit thereto. (b) Prior to the issuance of the Press Release, none of the Company, the Xxxxxxxxxxx Group or any Controlled Xxxxxxxxxxx Affiliate shall issue any press release or public announcement regarding this Agreement without the prior written consent of the other party. During the Covered Period, neither the Company nor the Xxxxxxxxxxx Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Release, except as required by applicable law or pursuant to the rules of any stock exchange or with the prior written consent of the other party. (c) Each of the Company, the Members of the Xxxxxxxxxxx Group, and the Xxxxxxxxxxx Designees covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates), successors, assigns, officers, key employees or directors shall in any way disparage (or cause to be disparaged), attempt to discredit, make derogatory statements with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiaries, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ subsidiaries), directors (including any current, future or former director of a party or a parties’ subsidiaries), employees, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any manner. The restrictions in this Section 6(c) shall not apply in any compelled testimony or production of information, either by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought to the extent required.

Appears in 2 contracts

Samples: Nomination and Standstill Agreement (Coppersmith Capital Management, LLC), Nomination and Standstill Agreement (Conmed Corp)

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Public Announcement and SEC Filing. (ia) No later than the next business day following the execution of this Agreement, the The Company shall issue the press release in the form attached hereto as Exhibit B (the “Press Release”), and (ii) file promptly thereafter a Form 8-K reporting entry into this Agreement (the “Form 8-K”) and appending or incorporating by reference this Agreement as an exhibit thereto. (b) Makaira shall promptly, but in no case prior to the date that is the earlier of (x) the date of filing of the Form 8-K by the Company pursuant to Section 6(a) hereof or (y) ninth calendar day after the date hereof, file with the SEC a Schedule 13D with respect to the Company, reporting the entry into this Agreement and amending applicable items to conform to its obligations hereunder. None of Makaira, Xx. Xxxxxxxx nor the Makaira Affiliates shall, and Makaira shall cause the Makaira Affiliates not to, (i) issue a press release in connection with this Agreement or the actions contemplated hereby or (ii) otherwise make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby, other than as mutually agreed to by the Company and Makaira; provided that nothing in the foregoing shall prohibit any of Makaira, the Makaira Affiliates or Xx. Xxxxxxxx from taking any action, including making any filing with the SEC or any other governmental authority, that Makaira or Xx. Xxxxxxxx reasonably believes in good faith is required by applicable law (it being understood that Makaira and Xx. Xxxxxxxx will be filling a Schedule 13D reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx Group shall promptly file an amendment to its Schedule 13D with respect to the Company filed by the Xxxxxxxxxxx Group with the SEC on February 6, 2014, reporting the entry into this Agreement, amending applicable items to conform to its obligations hereunder, consistent with the Press Release and appending or incorporating by reference this Agreement as an exhibit thereto. (b) Prior to the issuance of the Press Release, none of the Company, the Xxxxxxxxxxx Group or any Controlled Xxxxxxxxxxx Affiliate shall issue any press release or public announcement regarding this Agreement without the prior written consent of the other party. During the Covered Period, neither the Company nor the Xxxxxxxxxxx Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Release, except as required by applicable law or pursuant to the rules of any stock exchange or with the prior written consent of the other party). (c) Each of the Company, the Members of the Xxxxxxxxxxx Group, and the Xxxxxxxxxxx Designees covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates), successors, assigns, officers, key employees or directors The Company shall promptly issue a press release in any way disparage (or cause to be disparaged), attempt to discredit, make derogatory statements connection with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiariesand in the form attached hereto as Exhibit A, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ subsidiaries), directors (including any current, future or former director of a party or a parties’ subsidiaries), employees, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any mannerwhich is expressly agreed to by Makaira and Xx. The restrictions in this Section 6(c) shall not apply in any compelled testimony or production of information, either by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought to the extent requiredXxxxxxxx.

Appears in 1 contract

Samples: Cooperation Agreement (Wesco Aircraft Holdings, Inc)

Public Announcement and SEC Filing. (ia) No later than the next business day following the execution of this Agreement, Neither the Company shall issue nor the press release in the form attached hereto as Exhibit B (the “Press Release”), and (ii) file promptly thereafter a Form 8-K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx Group shall promptly file an amendment to its Schedule 13D with respect to the Company filed by the Xxxxxxxxxxx Group with the SEC on February 6, 2014, reporting the entry into this Agreement, amending applicable items to conform to its obligations hereunder, consistent with the Press Release and appending or incorporating by reference this Agreement as an exhibit thereto. (b) Prior to the issuance Members of the Press Release, none of the Company, the Xxxxxxxxxxx Cxxxxxx Group or any Controlled Xxxxxxxxxxx Affiliate shall will issue any a press release or public announcement regarding this Agreement; provided, however, that: (i) the Company may file a Form 8-K disclosing and attaching the Agreement without and the prior written consent Company may file a press release announcing the addition of Fxxxxxxxx to the Board and stating that the parties have entered into this Agreement; and (ii) the Cxxxxxx Group may file an Amended Schedule 13D disclosing and attaching the Agreement. (b) Each of the other party. During Company and the Members of the Cxxxxxx Group covenants and agrees that, during the Covered Period, neither the Company nor the Xxxxxxxxxxx Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Release, except as required by applicable law or pursuant to the rules of any stock exchange or with the prior written consent of the other party. (c) Each of the Company, the Members of the Xxxxxxxxxxx Group, and the Xxxxxxxxxxx Designees covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, with respect to the Controlled Xxxxxxxxxxx Cxxxxxx Group, the Cxxxxxx Affiliates), successors, assigns, officers, key employees or directors shall in any way way, in and limited to any on-line publications, SEC filings, press releases, print media, public interviews, or news interviews, disparage (or cause to be disparaged), attempt to discredit, make derogatory statements with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiaries, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ party’s subsidiaries), directors (including any current, future or former director of a party or a parties’ party’s subsidiaries), employees, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any manner. The restrictions in this Section 6(c6(b) shall not (i) apply in any compelled testimony or production of information, either whether by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought sought, in each case, to the extent requiredrequired or (ii) prohibit any person from reporting possible violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder.

Appears in 1 contract

Samples: Appointment and Standstill Agreement (Health Insurance Innovations, Inc.)

Public Announcement and SEC Filing. (i) No later than the next business day following the execution and delivery of this Agreement, the Company shall issue the press release in the form attached hereto as Exhibit B (the “Press Release”), and (ii) file promptly thereafter a Current Report on Form 8-K 8‑K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx PL Capital Group shall promptly file an amendment to its Schedule 13D 13D/A with respect to the Company filed by the Xxxxxxxxxxx PL Capital Group with the SEC on February 6March 16, 20142015, reporting the entry into this Agreement, amending applicable items to conform to its obligations hereunder, consistent with the Press Release Release, and appending or incorporating by reference this Agreement as an exhibit thereto. (b) Prior The Company and the PL Capital Group shall not, and shall cause their respective affiliates (including, for the avoidance of doubt, the PL Capital Affiliates) and representatives not to, (i) prior to the issuance of the Press Release, none of the Company, the Xxxxxxxxxxx Group or any Controlled Xxxxxxxxxxx Affiliate shall issue any press release or public announcement regarding this Agreement without the prior written consent of the other party. During parties hereto, and (ii) during the Covered Period, neither the Company nor the Xxxxxxxxxxx Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Release, except as required by applicable law or regulation, pursuant to the rules or listing standards of any stock exchange or with the prior written consent of the other party. (c) Each of the Company, the Members of the Xxxxxxxxxxx PL Capital Group, and the Xxxxxxxxxxx Designees PL Capital Designee covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, with respect to the Controlled Xxxxxxxxxxx PL Capital Group, the PL Capital Affiliates), successors, assigns, officers, key employees or directors shall in any way disparage (or cause to be disparaged), attempt to discredit, make derogatory statements with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiaries, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ party’s subsidiaries), directors (including any current, future or former director of a party or a parties’ party’s subsidiaries), employees, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any manner. The restrictions in this Section 6(c) shall not (i) apply in any compelled testimony or production of information, either whether by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought sought, in each case, to the extent requiredrequired or (ii) prohibit any person from reporting possible violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder.

Appears in 1 contract

Samples: Nomination and Standstill Agreement (Metro Bancorp, Inc.)

Public Announcement and SEC Filing. (i) No later than the next business day following the execution of this AgreementOn January 14, 2014, the Company shall issue the a press release in the form attached hereto as Exhibit B (the “Press Release”), ) in form and substance reasonably acceptable to the Potomac Group regarding the appointment of the Potomac Designees and the matters contemplated herein and (ii) file promptly thereafter a Form 8-K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx Potomac Group shall promptly promptly, but in no case prior to the issuance of the Press Release, file an amendment to its Schedule 13D with respect to the Company filed by the Xxxxxxxxxxx Potomac Group with the SEC on February 6December 4, 20142013 (the “Potomac Schedule 13D”), reporting the entry into this Agreement, Agreement and amending applicable items to conform to its obligations hereunder, consistent with the Press Release and appending or incorporating by reference this Agreement as an exhibit theretoRelease. (b) Prior to the issuance of the Press Release, none of neither the Company, Company nor the Xxxxxxxxxxx Potomac Group or any Controlled Xxxxxxxxxxx Affiliate shall issue any press release or public announcement regarding this Agreement without the prior written consent of the other party. During the Covered Period, neither the Company nor the Xxxxxxxxxxx Potomac Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Release, except as required by applicable law or pursuant to the rules of any stock exchange or with the prior written consent of the other party. (c) Each of the Company, the Members members of the Xxxxxxxxxxx Potomac Group, and the Xxxxxxxxxxx Potomac Designees covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates)affiliates, successors, assigns, officers, key employees or directors shall in any way disparage (or cause to be disparaged), attempt to discredit, make derogatory statements with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiaries, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ subsidiaries), directors (including any current, future or former director of a party or a parties’ subsidiaries), employees, stockholders, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any manner. The restrictions in this Section 6(c) shall not apply in any compelled testimony or production of information, either by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought to the extent required.

Appears in 1 contract

Samples: Nomination and Standstill Agreement (Potomac Capital Partners Iii, L.P.)

Public Announcement and SEC Filing. (a) (i) No later than the next business day following the execution of this AgreementOn January 14, 2014, the Company shall issue the a press release in the form attached hereto as Exhibit B (the “Press Release”), ) in form and substance reasonably acceptable to the Potomac Group regarding the appointment of the Potomac Designees and the matters contemplated herein and (ii) file promptly thereafter a Form 8-K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx Potomac Group shall promptly promptly, but in no case prior to the issuance of the Press Release, file an amendment to its Schedule 13D with respect to the Company filed by the Xxxxxxxxxxx Potomac Group with the SEC on February 6December 4, 20142013 (the “Potomac Schedule 13D”), reporting the entry into this Agreement, Agreement and amending applicable items to conform to its obligations hereunder, consistent with the Press Release and appending or incorporating by reference this Agreement as an exhibit theretoRelease. (b) Prior to the issuance of the Press Release, none of neither the Company, Company nor the Xxxxxxxxxxx Potomac Group or any Controlled Xxxxxxxxxxx Affiliate shall issue any press release or public announcement regarding this Agreement without the prior written consent of the other party. During the Covered Period, neither the Company nor the Xxxxxxxxxxx Potomac Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Release, except as required by applicable law or pursuant to the rules of any stock exchange or with the prior written consent of the other party. (c) Each of the Company, the Members members of the Xxxxxxxxxxx Potomac Group, and the Xxxxxxxxxxx Potomac Designees covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates)affiliates, successors, assigns, officers, key employees or directors shall in any way disparage (or cause to be disparaged), attempt to discredit, make derogatory statements with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiaries, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ subsidiaries), directors (including any current, future or former director of a party or a parties’ subsidiaries), employees, stockholders, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any manner. The restrictions in this Section 6(c) shall not apply in any compelled testimony or production of information, either by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought to the extent required.

Appears in 1 contract

Samples: Nomination and Standstill Agreement (Meru Networks Inc)

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Public Announcement and SEC Filing. (i) No later than the next business day following the execution and delivery of this Agreement, the Company shall issue the press release in the form attached hereto as Exhibit B (the “Press Release”), and (ii) file promptly thereafter a Current Report on Form 8-K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx PL Capital Group shall promptly file an amendment to its Schedule 13D 13D/A with respect to the Company filed by the Xxxxxxxxxxx PL Capital Group with the SEC on February 6March 16, 20142015, reporting the entry into this Agreement, amending applicable items to conform to its obligations hereunder, consistent with the Press Release Release, and appending or incorporating by reference this Agreement as an exhibit thereto. (b) Prior The Company and the PL Capital Group shall not, and shall cause their respective affiliates (including, for the avoidance of doubt, the PL Capital Affiliates) and representatives not to, (i) prior to the issuance of the Press Release, none of the Company, the Xxxxxxxxxxx Group or any Controlled Xxxxxxxxxxx Affiliate shall issue any press release or public announcement regarding this Agreement without the prior written consent of the other party. During parties hereto, and (ii) during the Covered Period, neither the Company nor the Xxxxxxxxxxx Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Release, except as required by applicable law or regulation, pursuant to the rules or listing standards of any stock exchange or with the prior written consent of the other party. (c) Each of the Company, the Members of the Xxxxxxxxxxx PL Capital Group, and the Xxxxxxxxxxx Designees PL Capital Designee covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, with respect to the Controlled Xxxxxxxxxxx PL Capital Group, the PL Capital Affiliates), successors, assigns, officers, key employees or directors shall in any way disparage (or cause to be disparaged), attempt to discredit, make derogatory statements with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiaries, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ party’s subsidiaries), directors (including any current, future or former director of a party or a parties’ party’s subsidiaries), employees, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any manner. The restrictions in this Section 6(c) shall not (i) apply in any compelled testimony or production of information, either whether by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought sought, in each case, to the extent requiredrequired or (ii) prohibit any person from reporting possible violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder.

Appears in 1 contract

Samples: Nomination and Standstill Agreement (PL Capital, LLC)

Public Announcement and SEC Filing. (a) The Company shall promptly (i) No later than the next business day following the execution of this Agreement, the Company shall issue the a mutually agreed upon press release substantially in the form attached hereto as Exhibit of Schedule B (the “Press Release”), and (ii) file promptly thereafter a Current Report on Form 8-K reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx Nokomis Group shall promptly file an amendment to its Schedule 13D 13D/A with respect to the Company filed by the Xxxxxxxxxxx Nokomis Group with the SEC on February 6, 2014SEC, reporting the entry into this Agreement, amending applicable items to conform to its obligations hereunder, consistent with the Press Release and appending or incorporating by reference this Agreement as an exhibit thereto. (b) Prior The Company and the Nokomis Group shall not, and shall cause their respective affiliates (including, for the avoidance of doubt, the Nokomis Affiliates) and representatives not to, (i) prior to the issuance of the Press Releasepress release described above, none of the Company, the Xxxxxxxxxxx Group or any Controlled Xxxxxxxxxxx Affiliate shall issue any press release or public announcement regarding this Agreement without the prior written consent of the other party. During parties hereto, and (ii) during the Covered Period, neither the Company nor the Xxxxxxxxxxx Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Releaseinitial press release, except as required by applicable law or regulation, pursuant to the rules or listing standards of any stock exchange or with the prior written consent of the other party. (c) Each of the Company, the Members of the Xxxxxxxxxxx Nokomis Group, and the Xxxxxxxxxxx Designees Nokomis Designee covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, with respect to the Controlled Xxxxxxxxxxx Nokomis Group, the Nokomis Affiliates), successors, assigns, officers, key employees or directors shall in any way disparage (or cause to be disparaged), attempt to discredit, make derogatory statements with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiaries, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ party’s subsidiaries), directors (including any current, future or former director of a party or a parties’ party’s subsidiaries), employees, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any manner. The restrictions in this Section 6(c) shall not (i) apply in any compelled testimony or production of information, either whether by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought sought, in each case, to the extent requiredrequired or (ii) prohibit any person from reporting possible violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder.

Appears in 1 contract

Samples: Appointment and Standstill Agreement (Widepoint Corp)

Public Announcement and SEC Filing. (ia) No later than the next business day following the execution of this Agreement, the The Company shall issue the press release in the form attached hereto as Exhibit B (the “Press Release”), and (ii) promptly file promptly thereafter a Current Report on Form 8-K reporting entry into this Agreement in the form of Schedule B and appending or incorporating by reference this Agreement as an exhibit thereto. The Xxxxxxxxxxx Nokomis Group shall promptly file an amendment to its Schedule 13D 13D/A with respect to the Company filed by the Xxxxxxxxxxx Nokomis Group with the SEC on February 6, 2014SEC, reporting the entry into this Agreement, amending applicable items to conform to its obligations hereunder, consistent with the Press Release and appending or incorporating by reference this Agreement as an exhibit thereto. (b) Prior The Company and the Nokomis Group shall not, and shall cause their respective affiliates (including, for the avoidance of doubt, the Nokomis Affiliates) and representatives not to, (i) prior to the issuance of the Press ReleaseForm 8-K described above, none of the Company, the Xxxxxxxxxxx Group or any Controlled Xxxxxxxxxxx Affiliate shall issue any press release or public announcement regarding this Agreement without the prior written consent of the other party. During parties hereto, and (ii) during the Covered Period, neither the Company nor the Xxxxxxxxxxx Group or any of their respective affiliates (including, for the avoidance of doubt, the Controlled Xxxxxxxxxxx Affiliates) or representatives shall make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby that is inconsistent with the Press Releaseinitial Form 8-K, except as required by applicable law or regulation, pursuant to the rules or listing standards of any stock exchange or with the prior written consent of the other party. (c) Each of the Company, the Members of the Xxxxxxxxxxx Nokomis Group, and the Xxxxxxxxxxx Designees Nokomis Designee covenants and agrees that neither it nor any of its respective subsidiaries, affiliates (including, for the avoidance of doubt, with respect to the Controlled Xxxxxxxxxxx Nokomis Group, the Nokomis Affiliates), successors, assigns, officers, key employees or directors shall in any way disparage (or cause to be disparaged), attempt to discredit, make derogatory statements with respect to, or otherwise call into disrepute, the other parties to this Agreement or such other parties’ subsidiaries, affiliates, successors, assigns, officers (including any current, future or former officer of a party or a parties’ party’s subsidiaries), directors (including any current, future or former director of a party or a parties’ party’s subsidiaries), employees, agents, attorneys or representatives, or any of their practices, procedures, business operations, products or services, in any manner. The restrictions in this Section 6(c) shall not (i) apply in any compelled testimony or production of information, either whether by legal process, subpoena or as part of a response to a request for information from any governmental authority with jurisdiction over the party from whom information is sought sought, in each case, to the extent requiredrequired or (ii) prohibit any person from reporting possible violations of federal law or regulation to any governmental authority pursuant to Section 21F of the Exchange Act or Rule 21F promulgated thereunder.

Appears in 1 contract

Samples: Appointment and Standstill Agreement (Widepoint Corp)

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