Public Announcements and Disclosure. The Parties shall consult with each other before issuing any press release or making any other public announcement with respect to this Agreement or the Transaction and, except as required by any applicable Law or stock exchange having jurisdiction, no Party shall issue any such press release or make any such public announcement without the prior written consent of the others, which consent shall not be unreasonably withheld or delayed. Prior to any such press release or public announcement, none of the Parties shall disclose this Agreement or any aspect of the Transaction except to its board of directors, its senior management, its legal, accounting, financial or other professional advisors, any financial institution contacted by it with respect to any financing required in connection with the Transaction and counsel to such institution, or as may be required by any applicable Law or stock exchange having jurisdiction.
Public Announcements and Disclosure. The Company will notify the Buyer one Business Day in advance prior to making any required press release or public announcement with respect to the transactions contemplated by this Agreement except as may be required by Law or AMEX regulations. Except as and to the extent required by Law or AMEX regulations, without the prior written consent of the other party (which consent shall not be unreasonably withheld or conditioned, and the request for which shall be timely responded to), neither Buyer, any Seller nor any Majority Shareholders will at any time make, and each will direct its Representatives not to make, directly or indirectly, any public comment, statement, or communication with respect to, or otherwise disclose or permit the disclosure of the existence of discussions regarding, the transactions contemplated by this Agreement or any of the terms of this Agreement or any other agreement among the parties (including without limitation those of the letter of intent). If either Buyer or Company is required by Law or AMEX regulations to make any such disclosure, it must first provide to the other party the content of the proposed disclosure (with a reasonable opportunity to comment thereon), the reasons that such disclosure is required by law and the time and place that the disclosure will be made.
Public Announcements and Disclosure. The initial press release regarding this Agreement and the Contemplated Transactions shall be made at such time and in such form as the Buyer Representative and Seller agree; provided that in the event the parties cannot agree, either party shall be permitted to make any disclosure required by Law. From and after the date hereof, so long as this Agreement is in effect, neither Buyers nor Seller will issue or make any subsequent press release, public statement or other disclosure to a third party with respect to this Agreement or the Contemplated Transactions without the prior consent of the other party (which consent shall not be unreasonably withheld, conditioned or delayed), unless such party determines, after consultation with outside counsel, that it is required by applicable Law or by any listing agreement with or the listing rules of the New York Stock Exchange or other exchange to issue or cause the publication of any press release or other announcement or disclosure with respect to the Mergers or this Agreement, in which event such party shall endeavor, on a basis reasonable under the circumstances, to provide a meaningful opportunity to the other party to review and comment upon such press release or other announcement or disclosure and shall give due consideration to all reasonable additions, deletions or changes suggested thereto.
Public Announcements and Disclosure. (a) Neither Party shall make any public statement or issue any press release concerning this Agreement or the transactions contemplated by this Agreement except as agreed by the Parties acting reasonably or as may be necessary, in the opinion of legal counsel to the Party making that disclosure, to comply with the requirements of Applicable Laws. If any public statement or release is so required, then the Party making the disclosure shall consult with the other Party before making that statement or release, and the Parties shall use all reasonable efforts, acting in good faith, to agree on a text for the statement or release that is satisfactory to the Parties. The Parties agree that, subject to this Section 4.12, either Party may make a public statement or issue a press release concerning this Agreement upon or following the execution of this Agreement.
(b) Each Party agrees to hold in confidence all, and not to disclose to other Persons for any reason whatsoever any, non-public information received by it or its representatives from any other Party in connection with the transactions contemplated by this Agreement except: (i) as required by Applicable Laws; (ii) for disclosure to officers, directors, employees and representatives of such Party as necessary in connection with the transactions contemplated hereby; and (iii) for information that becomes publicly available other than through such Party. If the transactions contemplated by this Agreement are not consummated, each Party (i) will return to the other Party all non-public documents and other material obtained from such other Party, and all copies, summaries and extracts thereof, or certify to such other Party that such information has been destroyed and (ii) agrees not to use for its own benefit or for the benefit of any other Person any non-public information received by it or its representatives or Affiliates from the other Party in connection with the transactions contemplated by this Agreement.
Public Announcements and Disclosure. The Company will notify the Shareholder one Business Day in advance prior to making any required press release or public announcement with respect to the transactions contemplated by this Agreement. Without the prior written consent of the other party (which consent shall not be unreasonably withheld or conditioned, and the request for which shall be timely responded to), neither the Shareholder, 180 nor the Company, at any time make, and each will direct its Representatives not to make, directly or indirectly, any public comment, statement, or communication with respect to, or otherwise disclose or permit the disclosure of the existence of discussions regarding, the transactions contemplated by this Agreement or any of the terms of this Agreement or any other agreement among the parties (including without limitation those of the Letter of Intent).
Public Announcements and Disclosure. Except as may be required by Law, a court, regulatory authority or the rules of a stock exchange, the Parties shall consult with each other before issuing any press release or making any other public announcement with respect to this Agreement or the Transactions. Prior to any such press release or public announcement, neither of the Parties shall disclose this Agreement or any aspect of the Transactions contemplated herein except to its board of directors, its senior management, candidates for employment in connection with the Business, its legal, accounting, financial or other professional advisors, any financial institution it is dealing with respect to any financing required in connection with the Transactions and counsel to such institution, or as may be required by any applicable Law or stock exchange having jurisdiction. Notwithstanding the foregoing, on or following the execution of this Agreement and on or following Closing, the Parties shall be entitled to issue a press release or make any public announcement or statement related to the transactions contemplated hereby, provided that the Parties shall consult with and provide the other Party with the opportunity to review and comment upon any press release or public announcement or statement.
Public Announcements and Disclosure. Except with the prior written approval of the other party, which consent shall not be unreasonably withheld, none of the Seller Parties nor the Purchaser shall, directly or indirectly, disclose to the public or to any third party any information concerning this Agreement and/or the transactions contemplated hereby, other than disclosures to financial, legal and other advisors and to Governmental Authorities or, in the reasonable opinion of legal counsel, otherwise required by Applicable Law.
Public Announcements and Disclosure. GMX shall consult with Xxxxxx Xxxxxx Endeavor LLC before GMX or any of its Affiliates issues any press release or otherwise makes any public statement or filing with a Governmental Entity with respect to this Agreement, the Other Transaction Documents, or the transactions contemplated hereby and thereby. GMX and its Affiliates shall not issue any such press release or make any such public statement or filing without the prior consent of Xxxxxx Xxxxxx Endeavor LLC, which consent shall not be unreasonably withheld or delayed, except as may be required by Law or applicable rule of any stock exchange.
Public Announcements and Disclosure. Any public announcement or similar publicity with respect to this Agreement or the Transactions will be issued, if at all, at such time and in such manner as Buyer determines.
Public Announcements and Disclosure. The Parties shall consult with each other before issuing any press release or making any other public announcement with respect to this Agreement or the Transaction, and no Party shall issue any such press release or make any such public announcement without the prior written consent of the others (which consent shall not be unreasonably withheld, conditioned or delayed); provided that the foregoing shall not in any manner restrict the Purchaser from issuing any press release or making any other public disclosure required pursuant to applicable securities laws or stock exchange requirements. Prior to any such press release or public announcement, none of the Parties shall disclose this Agreement or any aspect of the Transaction except to its board of directors, its senior management, its legal, accounting, financial or other professional advisors, any financial institution contacted by it with respect to any financing required in connection with the Transaction and counsel to such institution, or as may be required by any applicable Law or stock exchange having jurisdiction. The Vendors acknowledge that a copy of this Agreement may be required to be publicly filed by the Purchaser in accordance with applicable securities laws and stock exchange requirements and the Vendors hereby consent to such filing.
