Public Communications. The Parties shall co-operate in the preparation of presentations, if any, to 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 the Company must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the 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.
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Samples: Arrangement Agreement, Arrangement Agreement (Hillman Companies Inc)
Public Communications. The Parties shall co-operate in the preparation of presentations, if any, to Class A the 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 Parties (which consent shall not be unreasonably withheld withheld, conditioned or delayed), and the Company must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the 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 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: Arrangement Agreement (Corvus Gold Inc.), Arrangement Agreement (Anglogold Ashanti LTD)
Public Communications. The Company and the Purchaser shall agree on the text of any press releases by which the Company and the Purchaser announce (1) the execution of this Agreement, and (2) the completion of the Arrangement. The Parties shall co-operate in the preparation of presentations, if any, to Class A Shareholders or other Persons 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 the Company must not make any submission or filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the Purchaser (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 or filing 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.
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Public Communications. The Parties shall co-operate in the preparation of presentations, if any, to Class A CFCL 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 Parties (which consent shall not be unreasonably withheld withheld, conditioned or delayed), and the Company CFCL must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the Purchaser SII (which consent shall not be unreasonably withheld withheld, conditioned 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 shall co-operate in the preparation of presentations, if any, to Class A 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) without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and the Company a Party must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the Purchaser 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 legal counsel, and if such prior notice is not possible, shall give such notice immediately following the making of such disclosure or filing.
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Public Communications. The Parties shall co-operate in the preparation of presentations, if any, to Class A LVI 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 (except at the Company Meeting) Transaction without the consent of the other Party (which consent shall not be unreasonably withheld or delayed), and the Company LVI must not make any filing with any Governmental Entity Authority with respect to this Agreement or the Arrangement Transaction without the consent of the Purchaser PTI (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: Transaction Agreement
Public Communications. The Parties shall co-operate cooperate in the preparation of presentations, if any, to Class A the 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) without the consent of the other Party Parties (which consent shall not be unreasonably withheld or delayed), and the Company must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the Purchaser (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 do so and 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.
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Public Communications. The Each Party agrees to consult with the other Parties shall co-operate in the preparation prior to issuing, or permitting any of presentationsits directors, if anyofficers, employees or agents to Class A Shareholders regarding the Arrangement. A Party must not issue issue, any press release releases or otherwise make any other public statement or disclosure statements with respect to this Agreement or the Arrangement (except at Arrangement. Without limiting the Company Meeting) without the consent generality of the foregoing, no Party will issue any press release regarding the Arrangement, this Agreement or any transaction relating to this Agreement without first providing a draft of such press release to the other Party Parties and reasonable opportunity for comment and obtaining their consent to issue (which consent shall will not be unreasonably withheld or delayed)withheld, and the Company must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the Purchaser (which consent shall not be unreasonably withheld conditioned or delayed); provided provided, however, that the foregoing will be subject to each Party’s overriding obligation to make any Party that such disclosure required in accordance with Applicable Laws. If such disclosure is required and the other Party has not reviewed or commented on or consented to make the disclosure, the Party making such disclosure by Law shall will use its all 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 counselParty, and if such prior notice is not possible, shall to give such notice immediately promptly following the making of such disclosure or filingdisclosure.
Appears in 1 contract
Samples: Arrangement Agreement (Akerna Corp.)
Public Communications. The Parties shall co-operate cooperate in the preparation of presentations, if any, to 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 the Company 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 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.
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Samples: Arrangement Agreement (Nordion Inc.)
Public Communications. The Parties shall co-operate cooperate in the preparation of presentations, if any, to Class A Shareholders the Company Securityholders 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 Parties (which consent shall not be unreasonably withheld or delayed), and the Company must not make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the Purchaser (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 do so and 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.
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Public Communications. The Parties shall co-operate cooperate in the preparation of presentations, if any, to Class A the Company Securityholders and the Purchaser 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 Parties (which consent shall not be unreasonably withheld or delayed), and the Company must not neither Party may make any filing with any Governmental Entity with respect to this Agreement or the Arrangement without the consent of the Purchaser 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 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.
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