Common use of Public Announcements Clause in Contracts

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases or other public statements with respect to the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 48 contracts

Samples: Securities Exchange Agreement (22nd Century Group, Inc.), Securities Exchange Agreement (Exactus, Inc.), Share Exchange Agreement (KBS Fashion Group LTD)

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Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to this Agreement or the Agreement and the Transactions and shall transactions contemplated hereby and, except as may be required by applicable law or any listing agreement with any national securities exchange, will not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 24 contracts

Samples: Merger Agreement (Mercury Interactive Corp), Merger Agreement (Affymetrix Inc), Merger Agreement (Mercury Interactive Corporation)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases release or other public statements with respect to the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 18 contracts

Samples: Share Exchange Agreement (Petroterra Corp.), Share Exchange Agreement (Heavy Earth Resources, Inc.), Securities Exchange Agreement (Rto Holdings Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases or release, making any other public statements statement or scheduling any press conference or conference call with investors or analysts with respect to this Agreement or the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultationtransactions contemplated hereby and, except as may be required by applicable Law, court process Applicable Law or by obligations pursuant to any listing agreement with or rule of any national securities exchangesexchange or association, shall not issue any such press release, make any such other public statement or schedule any such press conference or conference call before such consultation.

Appears in 14 contracts

Samples: Agreement and Plan of Merger (Victor Technologies Group, Inc.), Merger Agreement (Colfax CORP), Merger Agreement (Stifel Financial Corp)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases release or other public statements with respect to the this Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 14 contracts

Samples: Share Exchange Agreement (Smsa Ballinger Acquisition Corp), Share Exchange Agreement (Rio Bravo Oil, Inc.), Share Exchange Agreement (Rio Bravo Oil, Inc.)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national its securities exchangesexchange.

Appears in 13 contracts

Samples: Merger Agreement (About Com Inc), Merger Agreement (About Com Inc), Merger Agreement (Mercantile Stores Co Inc)

Public Announcements. The Prior to the Closing, the Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases or other public statements with respect to the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 12 contracts

Samples: Share Exchange and Funding Agreement, Share Exchange Agreement (Imperalis Holding Corp.), Share Exchange Agreement (Imperalis Holding Corp.)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases or release, making any other public statements statement, or scheduling any press conference or conference call with investors or analysts, with respect to this Agreement or the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultationtransactions contemplated hereby and, except as may be required by applicable Law, court process Applicable Law or by obligations pursuant to any listing agreement with or rule of any national securities exchangesexchange or association, shall not issue any such press release, make any such other public statement, or schedule any such press conference or conference call before such consultation.

Appears in 10 contracts

Samples: Merger Agreement (Hyperion Solutions Corp), Merger Agreement (24/7 Real Media Inc), Merger Agreement (Agile Software Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesthe Exchange.

Appears in 7 contracts

Samples: Merger Agreement (Tegal Corp /De/), Merger Agreement (Arthrocare Corp), Merger Agreement (Medical Device Alliance Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree to issue a press release announcing this Agreement.

Appears in 7 contracts

Samples: Merger Agreement (Applera Corp), Merger Agreement (Invitrogen Corp), Merger Agreement (Alltel Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange to which Parent or the Company is a party.

Appears in 7 contracts

Samples: Merger Agreement (Howmet International Inc), Merger Agreement (Alcoa Inc), Agreement and Plan of Merger (Novartis Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and Offer or the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national its securities exchangesexchange.

Appears in 6 contracts

Samples: Merger Agreement (George Acquisition Inc), Agreement and Plan of Merger (Goulds Pumps Inc), Merger Agreement (Mercantile Stores Co Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement or the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement without the prior to such consultationwritten approval of the other, except as may be to the extent required by applicable LawLaw or the requirements of the rules and regulations of the NYSE, court process in which case the issuing party shall use all reasonable efforts to consult with the other party before issuing any such release or by obligations pursuant to making any listing agreement with any national securities exchangessuch public statement.

Appears in 6 contracts

Samples: Agreement and Plan of Merger and Reorganization (Sun Healthcare Group Inc), Agreement and Plan of Merger and Reorganization (Sun Healthcare Group Inc), Agreement and Plan of Merger and Reorganization (Sun Healthcare Group Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree that the press release announcing the execution and delivery of this Agreement shall be a joint release of Parent and the Company.

Appears in 6 contracts

Samples: Merger Agreement (Court Square Capital Partners II LP), Merger Agreement (Altra Holdings, Inc.), Merger Agreement (Datascope Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement without the prior to such consultationconsent of the other parties, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange to which Parent or the Company is a party.

Appears in 5 contracts

Samples: Merger Agreement (Environmental Systems Products Inc), Merger Agreement (Wellman North America Inc), Merger Agreement (Intensiva Healthcare Corp)

Public Announcements. The Company and Parent and will, to the Company will extent practicable, consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions and transactions contemplated herein and, to the extent practicable, shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree to issue a joint press release announcing this Agreement.

Appears in 5 contracts

Samples: Merger Agreement (Cardionet Inc), Merger Agreement (Biotel Inc.), Merger Agreement (Ceridian Corp /De/)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases release or other public statements with respect to the this Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Lawlaw, court process or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 5 contracts

Samples: Share Exchange Agreement (Sunrise Global Inc.), Asset Purchase Agreement (Fero Industries, Inc.), Share Exchange Agreement (Fero Industries, Inc.)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange or The Nasdaq Stock Market to which Parent or the Company is a party.

Appears in 5 contracts

Samples: Merger Agreement (Healey William L), Merger Agreement (Smartflex Systems Inc), Merger Agreement (Ssi Acquisition Corp)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the transactions contemplated by this Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Lawlaw, court process fiduciary duties or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 5 contracts

Samples: Merger Agreement (Zilog Inc), Merger Agreement (Dekalb Genetics Corp), Merger Agreement (Monsanto Co)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to the this Agreement and the Transactions transactions contemplated hereby and shall not issue any such press release or make any such public statement without the prior to such consultationconsent of the other party, except which consent shall not be unreasonably withheld. Notwithstanding the foregoing, any press release or public statement as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange may be issued prior to such consultation, if the party making the release or statement has used its reasonable best efforts to consult with the other party.

Appears in 4 contracts

Samples: Merger Agreement (Chevrontexaco Corp), Merger Agreement (Unocal Corp), Merger Agreement (Chevron Corp)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to the this Agreement and the Transactions and shall transactions contemplated hereby and, except as may be required by applicable law, will not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 4 contracts

Samples: Merger Agreement (MTR Gaming Group Inc), Merger Agreement (Colonial Downs Holdings Inc), Merger Agreement (Bodycote Investments Vi Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the reasonable opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree that the press release announcing the execution and delivery of this Agreement shall be a joint release of Parent and the Company.

Appears in 4 contracts

Samples: Merger Agreement (Pinnacle Gas Resources, Inc.), Merger Agreement (Dollar General Corp), Merger Agreement (Cumulus Media Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement, the Agreement and Offer or the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange or trading system to which Parent or the Company is a party. The parties agree that the initial press release to be issued with respect to the transactions contemplated by this Agreement is set forth in Exhibit B to this Agreement.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Sprint Corp), Agreement and Plan of Merger (Sprint Corp), Merger Agreement (Us Unwired Inc)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases release or other public statements with respect to the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 4 contracts

Samples: Share Exchange Agreement (Banjo & Matilda, Inc.), Share Exchange Agreement (Clavis Technologies International Co., Ltd.), Share Exchange Agreement (Clavis Technologies International Co., Ltd.)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases or other public statements with respect to the Agreement and or the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 4 contracts

Samples: Merger Agreement (All for One Media Corp.), Agreement and Plan of Merger, Agreement and Plan of Merger (Marathon Patent Group, Inc.)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the transactions contemplated by this Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Aon Corp), Merger Agreement (Scotsman Industries Inc), Merger Agreement (Kysor Industrial Corp /Mi/)

Public Announcements. The Parent and its Affiliates, on the one hand, and the Company will and its Subsidiaries, on the other hand, shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or making any other public statements statement, or scheduling any press conference or conference call with investors or analysts with respect to this Agreement or the Agreement and the Transactions and transactions contemplated hereby and, except as may be required by Applicable Law or any listing agreement with or rule of any national securities exchange, shall not issue any such press release or make any such other public statement prior to or schedule any such press conference or conference call before such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 4 contracts

Samples: Merger Agreement (CVS Caremark Corp), Merger Agreement (Longs Drug Stores Corp), Transaction Agreement (Banco Santander, S.A.)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or making any other public statements statement, or scheduling any press conference or conference call with investors or analysts, with respect to this Agreement or the Agreement and the Transactions and transactions contemplated hereby and, except as may be required by applicable law, order of a court of competent jurisdiction or any listing agreement with or rule of NASDAQ, shall not issue any such press release or make any such other public statement prior to or schedule any such press conference or conference call before such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 3 contracts

Samples: Merger Agreement (Oracle Corp /De/), Merger Agreement (Oracle Corp /De/), Merger Agreement (Peoplesoft Inc)

Public Announcements. The Prior to the Effective Time, Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to this Agreement or the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultationtransactions contemplated hereby, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with with, or any rules of, a national securities exchangesexchange, in which case the issuing party will use its reasonable best efforts to consult with the other party before it issues any such press release or makes any such public statement.

Appears in 3 contracts

Samples: Merger Agreement (Gordmans Stores, Inc.), Merger Agreement (Gordmans Stores, Inc.), Merger Agreement (Gordmans Stores, Inc.)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement (including any broadly issued statement or announcement to employees) with respect to this Agreement or the Agreement and the Transactions and shall transactions contemplated hereby and, except as may be required by applicable law or any listing agreement with any national securities exchange, will not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 3 contracts

Samples: Merger Agreement (Gannett Co Inc /De/), Merger Agreement (Central Newspapers Inc), Merger Agreement (Pulliam Myrta J)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to the this Agreement and the Transactions and shall transactions contemplated hereby and, except for any press release or public statement as may be required by applicable law or any listing agreement with any national securities exchange, will not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 3 contracts

Samples: Merger Agreement (Tyson Foods Inc), Merger Agreement (Tyson Foods Inc), Merger Agreement (Ibp Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree to issue a joint press release announcing the execution and delivery of this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (Kinder Morgan Inc), Merger Agreement (Goldman Sachs Group Inc/), Merger Agreement (Waste Industries Usa Inc)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to the this Agreement and or the Transactions and shall and, except as may be required by applicable law or any listing agreement with any national securities exchange, will not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 3 contracts

Samples: Merger Agreement (Inamed Corp), Merger Agreement (Gn Great Nordic LTD), Merger Agreement (Fcy Acquisition Corp)

Public Announcements. The Parent Parent, Purchaser and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and Offer, the Transactions Spin-Off or the Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 3 contracts

Samples: Merger Agreement (Lockheed Martin Corp), Agreement and Plan of Merger (Loral Corp /Ny/), Merger Agreement (Lockheed Martin Corp)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree to issue a joint press release announcing this Agreement in the form previously agreed to by the parties.

Appears in 3 contracts

Samples: Merger Agreement (K Tron International Inc), Rights Agreement (K Tron International Inc), Merger Agreement (Hillenbrand, Inc.)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and make reasonable comment upon, any press releases release or other making any public statements statement with respect to this Agreement, the Agreement Transaction Documents and the Transactions transactions contemplated hereby and thereby and, except as may be required by applicable Law, in which case reasonable notice shall be given to the other party, will not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 3 contracts

Samples: Merger Agreement (LCE Mexican Holdings, Inc.), Merger Agreement (Marquee Holdings Inc.), Merger Agreement (Amc Entertainment Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuingother, and provide each other the opportunity to review and comment uponshall mutually agree, before issuing any press releases or release, before making any other public statements statement or scheduling any press conference or conference call with investors or analysts with respect to this Agreement or the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultationtransactions contemplated hereby and, except as may be required by applicable Law, court process Applicable Law or by obligations pursuant to any listing agreement with or rule of any national securities exchangesexchange or association, shall not issue any such press release, make any such other public statement or schedule any such press conference or conference call before such consultation and agreement.

Appears in 3 contracts

Samples: Merger Agreement (Ade Corp), Merger Agreement (Kla Tencor Corp), Merger Agreement (Kla Tencor Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review review, comment upon and comment uponconcur with, any press releases release or other public statements statement with respect to the Agreement transactions contemplated by this Agreement, including the Offer and the Transactions Merger, and shall not issue any such press release or make any such public statement prior to such consultation, except as either party may be determine is required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 3 contracts

Samples: Agreement and Plan of Merger (Talley Industries Inc), Merger Agreement (Score Acquisition Corp), Merger Agreement (Talley Manufacturing & Technology Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement prior to such consultation, except as to any statement permitted by Section 7.05(c) and as may be required by applicable Law, court process Law or by obligations pursuant to the rules or regulations of any listing agreement with any national United States or non-United States securities exchangesexchange. The parties have agreed upon the form of a joint press release announcing the Offer and the execution of this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (Genesis Microchip Inc /De), Merger Agreement (Stmicroelectronics Nv), Merger Agreement (Genesis Microchip Inc /De)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the existence of this Agreement and or the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 3 contracts

Samples: Merger Agreement (Rushmore Financial Group Inc), Merger Agreement (Greenbriar Corp), Merger Agreement (Microwave Transmission Systems Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and the Transactions transactions contemplated by this Agreement, and shall not issue any such press release or make any such public statement prior to reaching mutual agreement on the language of such consultationpress release or such public statement, except as may otherwise be required by applicable Lawlaw, court process regulation or by obligations pursuant to any listing agreement with any national securities exchangesstock exchange rule.

Appears in 3 contracts

Samples: Merger Agreement (Brookfield Asset Management Inc.), Merger Agreement (Crystal River Capital, Inc.), Merger Agreement (Criimi Mae Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement without the prior to such consultationapproval of the Chief Executive Officer of both Parent and the Company, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange to which Parent or the Company is a party, in which case reasonable advance notice shall be given to the other party where practicable.

Appears in 3 contracts

Samples: Merger Agreement (Citigroup Inc), Merger Agreement (Pamida Holdings Corp/De/), Merger Agreement (Shopko Stores Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Offer, the Merger or this Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to the rules of the Commission or any listing agreement with any national its securities exchangesexchange.

Appears in 3 contracts

Samples: Merger Agreement (Nick Acquisition Corp), Merger Agreement (National Education Corp), Merger Agreement (National Education Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide give each other the opportunity to review and comment upon, any press releases release or other public statements with respect to the Agreement and transactions contemplated by this Agreement, including the Transactions Merger, and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, Law or court process or process. The parties agree that the initial press release to be issued with respect to the transactions contemplated by obligations pursuant this Agreement shall be in the form heretofore reasonably agreed to any listing agreement with any national securities exchangesby the parties.

Appears in 3 contracts

Samples: Merger Agreement (Centerplate, Inc.), Merger Agreement (Engelhard Corp), Merger Agreement (Iron Acquisition Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements statement with respect to this Agreement, the Agreement Offer, the Merger and the Transactions other transactions contemplated hereby and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with the New York Stock Exchange, the Nasdaq National Market or any other national securities exchangesexchange to which Parent or the Company may be a party. The parties have agreed on the text of a joint press release by which Parent and the Company will announce the execution of this Agreement.

Appears in 3 contracts

Samples: Merger Agreement (Crane Co /De/), Merger Agreement (Signal Technology Corp), Merger Agreement (Crane Co /De/)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review review, comment upon and comment uponconcur with, any press releases release or other otherwise making any public statements with respect to this Agreement, the Agreement Merger and the Transactions other transactions contemplated by this Agreement and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Legal Requirement or by obligations pursuant to any listing agreement with any a national securities exchangesexchange or trading system to which Parent is a party.

Appears in 3 contracts

Samples: Merger Agreement (Viggle Inc.), Merger Agreement (Viggle Inc.), Merger Agreement (Viggle Inc.)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement or the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange to which Parent or the Company is a party.

Appears in 2 contracts

Samples: Merger Agreement (Sybron Chemicals Inc), Merger Agreement (Comcast Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide give each other the opportunity to review and comment upon, any press releases release or other public statements statement with respect to the Agreement and Merger or the other Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as otherwise may be required by applicable Law, court process or NYSE rule, regulation or listing agreement. The parties agree that the initial press release to be issued with respect to the Merger and the other Transactions shall be in the form mutually agreed to by obligations pursuant to any listing agreement with any national securities exchangesthe parties.

Appears in 2 contracts

Samples: Merger Agreement (CD&R Associates VIII, Ltd.), Merger Agreement (Emergency Medical Services CORP)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the reasonable opportunity to review and comment upon, upon any the issuance of any press releases release or other public statements with respect statement or comment relating to this Agreement or the transactions contemplated by this Agreement and the Transactions and shall not issue any such press release or make any such public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Applicable Law or by any obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree to issue a joint press release announcing this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Urs Corp /New/), Merger Agreement (Washington Group International Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to this Agreement or the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultationtransactions contemplated hereby, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with with, or any rules of, a national securities exchangesexchange, in which case the issuing party will use its reasonable best efforts to consult with the other party before it issues any such press release or makes any such public statement; provided, however, that the foregoing shall not apply with respect to any matter addressed in Section 6.4.

Appears in 2 contracts

Samples: Merger Agreement (Timberland Co), Agreement and Plan of Merger (V F Corp)

Public Announcements. The Parent and the Company will shall (i) consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release, making any filing with the SEC or other CBF or otherwise making any public statements with respect to the Share Exchange, this Agreement and the Transactions transactions contemplated hereby and shall (ii) not issue any such press release release, make any SEC or CBF filing or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Share Exchange Agreement (Delhaize America Inc), Share Exchange Agreement (Etablissements Delhaize Freres Et Cie Lelion Sa)

Public Announcements. The Parent and the Company will consult with each other regarding timing and content before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to this Agreement or the Agreement and the Transactions and shall transactions contemplated hereby and, except as may be required by applicable law or any listing agreement with any national securities exchange, will not issue any such press release or make any such public statement prior to such consultation. On the date of this Agreement, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchangesthe Parent and the Company shall issue a joint press release announcing the execution and delivery of this Agreement and the transactions contemplated hereby.

Appears in 2 contracts

Samples: Merger Agreement (Fedex Corp), Agreement and Plan of Merger (American Freightways Corp)

Public Announcements. The Parent and the Company will shall -------------------- consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement without the prior to such consultationconsent of the other parties, except as may be required by applicable Law, court process law or regulation or by obligations pursuant to any listing agreement with any a national securities exchangesexchange to which Parent or the Company is a party.

Appears in 2 contracts

Samples: Merger Agreement (Nalco Chemical Co), Merger Agreement (H2o Acquisition Co)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange or foreign securities exchange to which Parent or the Company is a party.

Appears in 2 contracts

Samples: Merger Agreement (Ud Delaware Corp), Merger Agreement (Imo Industries Inc)

Public Announcements. The Parent and the Company will shall -------------------- consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and Offer or the Transactions Merger and shall not issue any such press release or make any such public statement prior to before such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Mhi Group Inc), Agreement and Plan of Merger (Mhi Group Inc)

Public Announcements. The Parent and So long as this Agreement is in effect, the Company and Parent will consult with each other before issuing, and provide each other the reasonable opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated by this Agreement and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (Triquint Semiconductor Inc), Agreement and Plan of Merger (Wj Communications Inc)

Public Announcements. The Parent Parent, on the one hand, and the Company Company, on the other hand, will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and the Transactions transactions contemplated by this Agreement, and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesregulation.

Appears in 2 contracts

Samples: Merger Agreement (Healthworld Corp), Merger Agreement (Cordiant Communications Group PLC /Adr)

Public Announcements. The Parent and the Company will -------------------- shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange or The Nasdaq Stock Market to which Parent or the Company is a party.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Lpiv Acquisition Corp), Agreement and Plan of Merger (Durakon Industries Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to this Agreement or the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultationtransactions contemplated hereby, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with with, or any rules of, a national securities exchangesexchange, in which case the issuing party will use its commercially reasonable efforts to consult with the other party before it issues any such press release or makes any such public statement; provided, however, that the foregoing shall not apply with respect to any matter addressed in Section 6.5.

Appears in 2 contracts

Samples: Merger Agreement (Ecollege Com), Merger Agreement (1 800 Contacts Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement, any Transaction or the Agreement and Company's earnings for the Transactions first quarter of 1998, and shall not issue any such press release or make any such public statement without the prior to such consultationconsent of the other parties, except and until as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange to which Parent or the Company is a party. Section 6.10.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Viad Corp), Merger Agreement (Moneygram Payment Systems Inc)

Public Announcements. The Parent and the Company will attempt in good faith to consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and Offer or the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (C Ats Software Inc), Merger Agreement (Misys PLC)

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Public Announcements. The Parent Each of Parent, Purchaser and the Company will consult with each other one another before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement transactions contemplated by this Agreement, including the Offer and the Transactions Merger, and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange, as determined by Parent, Purchaser or the Company, as the case may be.

Appears in 2 contracts

Samples: Merger Agreement (Georgia Pacific Corp), Merger Agreement (Unisource Worldwide Inc)

Public Announcements. The Parent and the Company will shall --------------------- consult with each other before issuing, and provide each other the opportunity to review review, comment upon and comment uponconcur with, any press releases release or other public statements statement with respect to the Agreement transactions contemplated by this Agreement, including the Offer and the Transactions Merger, and shall not issue any such press release or make any such public statement prior to such consultation, except as either party may be determine is required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (Merck & Co Inc), Merger Agreement (Merck & Co Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement or the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to the rules or regulations of any listing agreement with any national United States or non-United States securities exchangesexchange or NASDAQ. The parties have agreed upon the form of a joint press release announcing the execution of this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Bio Logic Systems Corp), Merger Agreement (Natus Medical Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release relating to this Agreement or other public statements with respect to the Agreement and the Transactions transactions contemplated herein and shall not issue any such press release or make any such public statement prior to such consultation, consultation except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange or similar applicable self-regulatory organization.

Appears in 2 contracts

Samples: Merger Agreement (Newgen Results Corp), Merger Agreement (Teletech Holdings Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement transactions contemplated by this Agreement, including the Offer or the Merger and the Transactions Tender Agreement, and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national its securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (Microdyne Corp), Merger Agreement (L 3 Communications Holdings Inc)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements (including scheduling a press conference or conference call with investors and analysts) with respect to the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchanges., the NASDAQ Stock Market LLC or the National Association of Securities Dealers, Inc.

Appears in 2 contracts

Samples: Merger Agreement (Infousa Inc), Merger Agreement (Opinion Research Corp)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the reasonable opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated hereby and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Applicable Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree that the press release announcing the execution and delivery of this Agreement shall be a joint release of Parent and the Company.

Appears in 2 contracts

Samples: Merger Agreement (Ingram Micro Inc), Merger Agreement (Brightpoint Inc)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to this Agreement or the Agreement and the Transactions and shall transactions contemplated hereby and, except as may be required by applicable law or any listing agreement with any national securities exchange, will not issue any such press release releases or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Merger Agreement (Simpson Industries Inc), Merger Agreement (Mascotech Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement or the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement without the prior to such consultationwritten approval of the other (which will not be unreasonably withheld or delayed), except as may be to the extent required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange or national securities system in which case the issuing party shall use all reasonable efforts to consult with the other parties before issuing any such release or making any such public statement.

Appears in 2 contracts

Samples: Merger Agreement (Embarcadero Technologies Inc), Merger Agreement (Embarcadero Technologies Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange or automated quotation system. Parent and the Company agree to issue a joint press release announcing this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Stealth Acquisition Corp.), Merger Agreement (Safenet Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement without the prior to such consultationapproval of the Chief Executive Officer of both Parent and the Company, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange to which Parent or the Company is a party.

Appears in 2 contracts

Samples: Merger Agreement (Hills Stores Co /De/), Merger Agreement (HSC Acquisition Corp)

Public Announcements. The Each of Parent and the Company will consult with each other one another before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the Agreement and transactions contemplated by this Agreement, including, without limitation, the Transactions Share Exchange, and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national a securities exchangesexchange, as determined by Parent or the Company, as the case may be.

Appears in 2 contracts

Samples: Share Acquisition Agreement (Franklin Resources Inc), Share Acquisition Agreement (Franklin Resources Inc)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the transactions contemplated by this Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Lawlaw, court process or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (Williams Companies Inc), Merger Agreement (Williams Companies Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (360 Communications Co), Merger Agreement (Alltel Corp)

Public Announcements. The Parent and the Company will consult -------------------- with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other making any public statements statement with respect to the this Agreement and the Transactions and shall transactions contemplated hereby and, except as may be required by applicable law or any listing agreement with the NASDAQ - National Market System, will not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Merger Agreement (Raceland Truck Plaza & Casino LLC), Merger Agreement (Black Hawk Gaming & Development Co Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or making any other public statements statement with respect to this Agreement or the Agreement and the Transactions and transactions contemplated hereby and, except as may be required by applicable law, order of a court of competent jurisdiction or any listing agreement with or rule of any national securities exchange, shall not issue any such press release or make any such other public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Merger Agreement (STG Oms Acquisition Corp), Merger Agreement (Industri Matematik International Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement or the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any a national securities exchanges.exchange or trading system to which Parent or the Company is a party. The parties agree that the initial press release to be issued with respect to the transactions contemplated by this Agreement will be substantially in the form attached as Exhibit C.

Appears in 2 contracts

Samples: Merger Agreement (Ubiquitel Inc), Merger Agreement (Alamosa Holdings Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the reasonable opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (Integral Systems Inc /Md/), Merger Agreement (Kratos Defense & Security Solutions, Inc.)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or making any other public statements statement, or scheduling any press conference or conference call with investors or analysts, with respect to this Agreement or the Agreement and the Transactions and transactions contemplated hereby and, except as may be required by Applicable Law or any listing agreement with or rule of any national securities exchange, shall not issue any such press release or make any such other public statement prior to or schedule any such press conference or conference call before such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Merger Agreement (Kla Tencor Corp), Merger Agreement (Therma Wave Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide give each other the opportunity to review and comment upon, any press releases release or other public statements statement with respect to the Agreement and Merger or the other Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as otherwise may be required by applicable Law, court process or Nasdaq rule, regulation or listing agreement. The parties agree that the initial press release to be issued with respect to the Merger and the other Transactions shall be in the form mutually agreed to by obligations pursuant to any listing agreement with any national securities exchangesthe parties.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Lmi Aerospace Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated hereby and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree to issue a joint press release announcing this Agreement.

Appears in 2 contracts

Samples: Merger Agreement, Merger Agreement (Dresser-Rand Group Inc.)

Public Announcements. The Parent and the Company will -------------------- shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and the Transactions or any Transaction and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange to which Parent or the Company is a party.

Appears in 2 contracts

Samples: Merger Agreement (Ren Corp Usa), Merger Agreement (Cobe Laboratories Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or making any other public statements statement with respect to this Agreement or the Agreement and the Transactions and transactions contemplated hereby and, except as may be required by applicable law, order of a court of competent jurisdiction or any listing agreement with or rule of any national securities exchange or association, shall not issue any such press release or make any such other public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Merger Agreement (McData Corp), Merger Agreement (Computer Network Technology Corp)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases release or other written public statements with respect to the Agreement and the Transactions transactions contemplated by this Agreement, and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or . The parties agree that the initial press release to be issued with respect to the transactions contemplated by obligations pursuant this Agreement will be in the form agreed to any listing agreement with any national securities exchangesby the parties hereto prior to the execution of this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Inland Retail Real Estate Trust Inc), Merger Agreement (Developers Diversified Realty Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the this Agreement and or the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange or the NASDAQ/NMS to which Parent or the Company is a party.

Appears in 2 contracts

Samples: Merger Agreement (McFarland Energy Inc), Merger Agreement (McFarland Energy Inc)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases or other public statements with respect to the Agreement and and/or the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Merger Agreement (Spiral Energy Tech., Inc.), Merger Agreement (Fuse Science, Inc.)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to the transactions contemplated by this Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required consultation and review by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.the other party of

Appears in 2 contracts

Samples: Merger Agreement (Raymond Corp), Merger Agreement (Lift Acquisition Co Inc)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases release or other public statements with respect to the this Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Unit Exchange Agreement (ComHear, Inc.), Unit Exchange Agreement (Playbutton Acquisition Corp.)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the reasonable opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated by this Agreement and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (Vought Aircraft Industries Inc), Merger Agreement (Triumph Group Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein, and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with NASDAQ or any other national securities exchangesexchange. Parent and the Company agree to issue a joint press release announcing the execution of this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Centennial Communications Corp /De), Merger Agreement (At&t Inc.)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement or the Agreement and the Transactions Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to the rules or regulations of any listing agreement with any national United States or non-United States securities exchangesexchange. The parties have agreed upon the form of a joint press release announcing the execution of this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (Clearone Communications Inc), Merger Agreement (Natus Medical Inc)

Public Announcements. The Parent and the Company will consult with each other before issuing, issuing and provide each other the opportunity to review and comment upon, any press releases or other public statements with respect to the Agreement and the Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Share Exchange Agreement (Safe Pro Group Inc.), Share Exchange Agreement (Safe Pro Group Inc.)

Public Announcements. The Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review review, comment upon and comment uponconcur with, any press releases release or other public statements with respect to the Agreement and Agreement, the Transactions and shall not issue Merger, the Closing or the performance of any such press release duties or make any such public statement prior to such consultationtransactions required hereunder, except as may be otherwise required by applicable Law, court process law or applicable stock exchange rules. The parties agree that the initial press release to be issued with respect to this Agreement or matters pertaining to the transactions provided herein shall be in the form heretofore agreed to by obligations pursuant to any listing agreement with any national securities exchangesall parties.

Appears in 2 contracts

Samples: Merger Agreement (Horizon Organic Holding Corp), Merger Agreement (Dean Foods Co/)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or other otherwise making any public statements with respect to this Agreement, the Agreement and Initial Offer, the Transactions Subsequent Offer or the Merger and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any a national securities exchangesexchange or trading system to which Parent or the Company is a party.

Appears in 2 contracts

Samples: Merger Agreement (General Electric Co), Merger Agreement (Showpower Inc)

Public Announcements. The Parent Parent, on the one hand, and the Company will Company, on the other hand, shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, any press releases release or other public statements with respect to the Agreement Exchange and the other Transactions and shall not issue any such press release or make any such public statement prior to such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Share Exchange Agreement (Semco Energy Inc), Share Exchange Agreement (Cap Rock Energy Corp)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review review, comment upon and comment uponconcur with, any press releases release or other public statements statement with respect to the Agreement transactions contemplated by this Agreement, including the Offer and the Transactions Merger, and shall not issue any such press release or make any such public statement prior to such consultation, except as either party may be determine is required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange or the NASDAQ Stock Market.

Appears in 2 contracts

Samples: Merger Agreement (Gradall Industries Inc), Agreement and Plan of Merger (JLG Industries Inc)

Public Announcements. The Parent and the Company will shall -------------------- consult with each other before issuing, and provide each other the opportunity to review review, comment upon and comment uponconcur with, any press releases release or other public statements statement with respect to the Agreement transactions contemplated by this Agreement, including the Offer and the Transactions Merger, and shall not issue any such press release or make any such public statement prior to such consultation, except as either party may be determine is required by applicable Law, court process law or by obligations pursuant to any listing agreement with any national securities exchangesexchange.

Appears in 2 contracts

Samples: Merger Agreement (Provantage Health Services Inc), Merger Agreement (Shopko Stores Inc)

Public Announcements. The Parent and the Company will shall consult with each other before issuing, and provide each other the opportunity to review and comment upon, issuing any press releases release or making any other public statements statement, or scheduling any press conference or conference call with investors or analysts, with respect to this Agreement or the Agreement and the Transactions and transactions contemplated hereby and, except as may be required by applicable law, order of a court of competent jurisdiction or any listing agreement with or rule of any securities exchange or association, shall not issue any such press release or make any such other public statement prior to or schedule any such press conference or conference call before such consultation, except as may be required by applicable Law, court process or by obligations pursuant to any listing agreement with any national securities exchanges.

Appears in 2 contracts

Samples: Merger Agreement (Shire Pharmaceuticals Group PLC), Merger Agreement (Transkaryotic Therapies Inc)

Public Announcements. The Company and Parent and the Company will consult with each other before issuing, and provide each other the opportunity to review and comment upon, upon any press releases release or other public statements with respect statement or comment prior to the issuance of such press release or other public statement or comment relating to this Agreement and or the Transactions transactions contemplated herein and shall not issue any such press release or make any such other public statement or comment prior to such consultation, consultation except as may be required by applicable Law, court process Law or by obligations pursuant to any listing agreement with any national securities exchangesexchange. Parent and the Company agree to issue a joint press release announcing this Agreement.

Appears in 2 contracts

Samples: Merger Agreement (McClatchy Co), Merger Agreement (Knight Ridder Inc)

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