Public Announcements; Communications. 7.6.1. Unless otherwise required by applicable Law or stock exchange requirements (based upon the reasonable advice of counsel), prior to the Closing, no Party to this Agreement shall make any public announcements in respect of the financial and other business terms this Agreement or the transactions contemplated hereby or otherwise communicate with any news media without the prior written consent of the other Party (which consent shall not be unreasonably withheld or delayed), and the Parties shall cooperate as to the timing and contents of any such announcement.
Public Announcements; Communications. Unless otherwise required by applicable Law (based upon the reasonable advice of counsel), no Party shall make any public announcements in respect of the Transaction Documents or the Transactions or otherwise communicate with any news media without the prior written consent of the other Party (which consent shall not be unreasonably withheld, conditioned or delayed), and the Parties shall cooperate as to the timing and contents of any such announcement. Seller shall consult with Buyer concerning the means by which Seller’s employees, customers, suppliers, lessors, creditors and others having business relations with Seller will be informed of the Transactions, and Seller shall provide Buyer with a reasonable opportunity to be present for any such communications. Consistent with the foregoing, Buyer and Seller acknowledge and agree that upon execution of this Agreement, PICO Holdings will file a copy of this Agreement (excluding the Disclosure Schedule), as an exhibit to a Form 8-K (describing the Transactions) with the U.S. Securities and Exchange Commission and issue a press release, pursuant to PICO Holdings’ obligations under applicable Laws; provided, that PICO Holdings shall provide a copy of such Form 8-K and exhibits thereto to Buyer no less than two (2) days prior to the filing of such Form 8-K and PICO Holdings shall consider any modifications suggested by Buyer, it being acknowledged and agreed that PICO Holdings shall make the ultimate decision in its sole discretion as to what is required to be disclosed in its filings pursuant to securities Laws.
Public Announcements; Communications. Seller shall give notice to Buyer, and receive approval from Buyer, prior to Seller issuing any press release or otherwise making a public announcement with respect to the Transactions and prior to making any filings or applications with any third party or Governmental Authority with respect to the Transactions; provided, that (a) Seller may make any press release or public announcement or make any filing or application with a Governmental Authority which it reasonably determines is required by applicable Law, as long as it notifies Buyer prior to doing so (to the extent permitted by applicable law) with an appropriate explanation of the reasons why such action is required, and (b) nothing herein shall prohibit or restrict Buyer from engaging in communications with its stockholders, lenders, customers, and other third parties after the Closing which it determines in its reasonable judgment is reasonable and appropriate and in the best interests of the use, ownership, and operation of the Company it has acquired.
Public Announcements; Communications. Unless otherwise required by applicable Law (based upon the reasonable advice of counsel), none of the Sellers (or any of their respective Affiliates) shall make any public announcements or otherwise communicate with any news media in respect of this Agreement or the Transactions without the prior written consent of Buyer (which consent shall not be unreasonably withheld, conditioned, or delayed), and the parties shall cooperate as to the timing and contents of any such announcement. For greater clarity, Buyer may make public announcements or otherwise communicate with the news media in respect of this Agreement or the Transactions, provided that it does not disclose the economic terms of the Transactions unless such disclosure is required by applicable Law.
Public Announcements; Communications. (a) On the Effective Date, Buyer and Seller shall each be permitted to issue a separate press release announcing the execution of this Agreement and the transactions contemplated hereby, each of which party’s press release shall be in a form previously agreed by the other party. Each party shall consult with each other before issuing any other press release or making any public statement with respect to this Agreement or the transactions contemplated hereby and shall not issue any such press release or make any such public statement without the prior written consent of the other parties (which consent shall not be unreasonably withheld, conditioned or delayed); provided that the restrictions set forth in this Section 5.05(a) shall not apply to any press release or public statement to the extent required by Applicable Law or any listing agreement with any national securities exchange (in which case the party issuing the press release or making the public statement shall use commercially reasonable efforts to consult with the other parties prior to issuing any such press release or making any such public statement and shall consider in good faith any comments such other parties may have).
Public Announcements; Communications. Unless otherwise required by applicable Law or stock exchange requirements (based upon the reasonable advice of counsel), no Party to this Agreement shall make any public announcements in respect of this Agreement or the transactions contemplated hereby or otherwise communicate with any news media without the prior written consent of the other Party (which consent shall not be unreasonably withheld or delayed), and the Parties shall cooperate as to the timing and contents of any such announcement. Prior to Closing, Buyer shall not contact or communicate with customers, suppliers, vendors, service providers or other business partners of Seller regarding this Agreement or the transactions contemplated hereby without the prior written consent of Seller (not to be unreasonably withheld, conditioned or delayed) and the parties shall cooperate in good faith regarding communicating the consummation of this Agreement to such persons on or after the Closing.
