Public Communications. The Parties shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- operate in the preparation of presentations, if any, to Phivida Shareholders regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and a Party must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed); provided that any Party that is required to make disclosure by Law shall use its commercially reasonable efforts to give the other Party prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing.
Appears in 3 contracts
Samples: Arrangement Agreement, Arrangement Agreement, Arrangement Agreement
Public Communications. The Parties shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- operate cooperate in the preparation of presentations, if any, to Phivida the Company Securityholders and the Parent Shareholders regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party Parties (which consent shall not be unreasonably withheld or delayed), and a neither Party must not may make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed); provided that any Party that that, in the opinion of its outside legal counsel, is required to make disclosure by Law may make such disclosure provided it shall use its commercially reasonable best efforts to give the other Party Parties prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party Parties or its their counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing.
Appears in 2 contracts
Samples: Ii Arrangement Agreement (Westwater Resources, Inc.), Arrangement Agreement (Westwater Resources, Inc.)
Public Communications. The Parties shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- co-operate in the preparation of presentations, if any, to Phivida Class A Shareholders regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement (except at the Company Meeting) without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and a Party the Company must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the other Party Purchaser (which consent shall not be unreasonably withheld or delayed); provided that any Party that is required to make disclosure by Law shall use its commercially reasonable efforts to give the other Party prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing.
Appears in 2 contracts
Samples: Arrangement Agreement, Arrangement Agreement (Hillman Companies Inc)
Public Communications. The Parties shall consult with each other parties agree that, except as may otherwise be set out in issuing any press release this Agreement, or otherwise making any public announcement be required by applicable laws, regulations, rules or statement orders no information concerning this Agreement, and the transactions contemplated hereby and herein, shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the announcement to be approved made public by the other Party in advance, acting reasonably. The Parties shall co- operate in the preparation of presentations, if any, to Phivida Shareholders regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement either party without the prior written consent of the other Party (other, which consent shall not be unreasonably withheld or delayed. In the event either party decides to issue a press release announcing the execution of this Agreement, it shall not do so without the prior written approval of the other party, which shall not be unreasonably withheld. A copy of any proposed press release shall be provided to the other party for approval at least ten (10) Business Days prior to any proposed release. In the event that this Agreement, or any portion of its contents, is required to be disclosed by INIS or Nordion pursuant to Security Exchange Commission rules or regulations (if applicable), and a Party must not make the FDA, or other federal or state authorities, INIS or Nordion, as the case may be, shall provide reasonable notice to the other prior to any filing with any Governmental Entity with respect such disclosure in order that, such other party may provide its views to the party required to disclose as to redactions that may be made to this Agreement or related materials in respect of sensitive or confidential information. After considering the Arrangement without the consent input of the other Party (which consent shall not be unreasonably withheld or delayed); provided that any Party that is party the party required to make disclosure by Law disclose shall use determine in its commercially reasonable efforts discretion the extent to give which the other Party prior oral Agreement and related materials may be redacted for sensitive or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained while complying with the applicable laws, rules and regulations in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by respect of the other Party or its counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filingrequired disclosure.
Appears in 1 contract
Samples: Confidential Treatment (International Isotopes Inc)
Public Communications. (1) The Parties Company and the Purchaser shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning publicly announce the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the each such Party’s announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- operate in the preparation of presentations, if any, to Phivida Shareholders regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and a each Party must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed); provided that any Party that is required to make disclosure by Law shall use its commercially reasonable best efforts to give the other Party prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing.
Appears in 1 contract
Samples: Arrangement Agreement (Mogo Finance Technology Inc.)
Public Communications. The Parties shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- operate cooperate in the preparation of presentations, if any, to Phivida Shareholders regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and a Party Corporation must not make any filing with any Governmental Entity (other than as contemplated by Section 4.3 and Securities Laws) with respect to this Agreement or the Arrangement without the consent of the other Party Purchaser (which consent shall not be unreasonably withheld or delayed); provided that any Party that is required to make disclosure by Law shall use its commercially reasonable efforts to give the other Party prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing.
Appears in 1 contract
Samples: Arrangement Agreement (Nordion Inc.)
Public Communications. (1) The Parties Purchaser shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning publicly announce the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the Purchaser's announcement to be approved by the other Party Company in advance, acting reasonably. The Parties shall co- operate in the preparation of presentations, if any, to Phivida Shareholders regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and a each Party must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld or delayed); provided that any Party that is required to make disclosure by Law shall use its commercially reasonable best efforts to give the other Party prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing.
Appears in 1 contract
Public Communications. The Parties Shoreline and Klondex shall consult with each other in issuing agree on the text of any press release or otherwise making any public announcement or statement concerning the transactions contemplated hereby and shall issue a joint press release promptly following releases by which Shoreline and/or Klondex will announce (i) the execution of this Agreement, Agreement and (ii) the text and timing completion of the announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- operate in the preparation of presentations, if any, to Phivida Shareholders regarding the ArrangementTransaction. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement Transaction without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and a Party Shoreline must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement Transaction without the consent of the other Party Klondex (which consent shall not be unreasonably withheld or delayed); provided that any Party that that, in the opinion of its outside legal counsel, is required to make disclosure by Law shall use its commercially reasonable efforts to give the other Party prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filingdisclosure). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filingdisclosure.
Appears in 1 contract
Public Communications. (1) The Parties shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- operate cooperate in the preparation of presentations, if any, to Phivida Shareholders Securityholders regarding the Arrangement. A Except as contemplated herein, a Party must shall not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party (which consent shall not be unreasonably withheld withheld, conditioned or delayed), and a Party must the Corporation shall not make any filing with any Governmental Entity (other than as contemplated in Section 2.3, Section 2.6, Section 2.7, Section 4.5 or as required under applicable Laws) with respect to this Agreement or the Arrangement without the consent of the other Party Purchaser (which consent shall not be unreasonably withheld withheld, conditioned or delayed); provided that any Party that is required to make disclosure by Law with respect to the Arrangement or this Agreement shall use its commercially reasonable efforts to give the other Party prior oral or written notice and a reasonable opportunity for it and its legal counsel to review or comment on the disclosure or filing (other than with respect to confidential information of the disclosing Party contained in such disclosure or filing). The Party making such disclosure required by Law shall give reasonable consideration to any comments made by the other Party or its legal counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing. If such prior notice is not possible, the disclosing Party shall give such notice immediately following the making of such disclosure or filing.
Appears in 1 contract
Samples: ca.practicallaw.thomsonreuters.com
Public Communications. The Parties shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- co-operate in the preparation of presentations, if any, to Phivida Company Shareholders or the holders of Convertible Debentures or Company Warrants regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement without the consent of the other Party Parties (which consent shall not be unreasonably withheld or delayed), and a Party must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the other Party Parties (which consent shall not be unreasonably withheld or delayed); provided that any Party that is required to make disclosure by Law shall use its commercially reasonable efforts to give the other Party Parties prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party Parties or its their counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing.
Appears in 1 contract
Public Communications. The Parties shall consult with each other in issuing any press release or otherwise making any public announcement or statement concerning the transactions contemplated hereby and shall issue a joint press release promptly following the execution of this Agreement, the text and timing of the announcement to be approved by the other Party in advance, acting reasonably. The Parties shall co- co-operate in the preparation of presentations, if any, to Phivida Company Shareholders regarding the Arrangement. A Party must not issue any press release or make any other public statement or disclosure with respect to this Agreement or the Arrangement (except at the Company Meeting in an agreed upon form) without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and a Party the Company must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of Purchaser Parent and the other Party Purchaser (which consent shall not be unreasonably withheld or delayed); provided that any Party that is required to make disclosure by Law shall use its commercially reasonable efforts to give the other Party prior oral or written notice and a reasonable opportunity to review or comment on the disclosure or filing (other than with respect to confidential information contained in such disclosure or filing). The Party making such disclosure shall give reasonable consideration to any comments made by the other Party or its counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing. The Parties agree that, promptly after the entering into of this Agreement, they shall issue a joint press release announcing the entering into of this Agreement, which press release shall be satisfactory in form and substance to all of the Parties, acting reasonably, and the Company shall immediately file this Agreement on SEDAR and EXXXX.
Appears in 1 contract