Common use of Public Disclosure Clause in Contracts

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 10 contracts

Samples: Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp), Agreement and Plan of Reorganization (Usweb Corp)

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Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release; provided, provided however, that such approval shall not be unreasonably withheld., subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws and the rules and regulations of the National Association of Securities Dealers, Inc.

Appears in 4 contracts

Samples: Agreement and Plan of Reorganization (Cybergold Inc), Agreement and Plan of Reorganization (Tut Systems Inc), Agreement and Plan of Reorganization (Tut Systems Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, Time no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto the Company unless approved by the Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Triangle Pharmaceuticals Inc), Agreement and Plan of Reorganization (Storage Computer Corp), Amended and Restated Agreement and Plan of Merger (North American Scientific Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent Buyer and Company prior to release. Any public announcement by Buyer regarding the subject matter of this Agreement shall be delivered to and approved by the Company prior to release, provided that release (such approval shall to not be unreasonably withheld).

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Evoke Inc), Agreement and Plan of Reorganization (Etoys Inc), Agreement and Plan of Reorganization (Etoys Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws.

Appears in 3 contracts

Samples: Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc), Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc), Agreement and Plan of Reorganization (Ticketmaster Online Citysearch Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, Closing Date no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall will be made by any party hereto Party unless approved by Parent and the Company all Parties prior to release, provided that such approval shall will not be unreasonably unnecessarily withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws.

Appears in 2 contracts

Samples: Share Exchange Agreement (Medical Makeover Corp of America), Share Exchange Agreement (Medical Makeover Corp of America)

Public Disclosure. Unless otherwise required by law, prior to before the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by both Company and Parent and the Company prior to before release, provided that such approval shall not be unreasonably withheld., subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws and the rules and regulations of the National Association of Securities Dealers, Inc. V.6

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Tangible Asset Galleries Inc), Agreement and Plan of Merger (Tangible Asset Galleries Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall will be made by any party hereto to this Agreement unless approved by Parent Golden Soil and the Company Xxxxxxx prior to release, provided that such approval shall will not be unreasonably withheld.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Golden Soil Inc), Agreement and Plan of Reorganization (Golden Soil Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, Time no disclosure (whether or not in response to an inquiry) of regarding the subject matter terms of this Agreement and the transactions contemplated hereby shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Sagent Technology Inc), Agreement and Plan of Reorganization (Cybermedia Inc)

Public Disclosure. Unless otherwise required by lawlaw (including, without limitation, federal and state securities laws) or, as to Parent, by the rules and regulations of the National Association of Securities Dealers, Inc., prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Ibeam Broadcasting Corp), Agreement and Plan of Reorganization (Digital Impact Inc /De/)

Public Disclosure. Unless otherwise required by lawlaw (including, ----------------- without limitation, federal and state securities laws) or, as to Parent, by the rules and regulations of the National Association of Securities Dealers, Inc., prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Goto Com Inc), Agreement and Plan of Reorganization (Ibeam Broadcasting Corp)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws and the rules and regulations of the National Association of Securities Dealers.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Vitesse Semiconductor Corp)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective TimeClosing Date, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws; provided that Parent and the Company shall agree on the substance of such disclosure in connection with applicable securities laws which agreement shall not be unreasonably withheld or delayed.

Appears in 1 contract

Samples: Asset Purchase Agreement (CKS Group Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and regarding the subject matter of this Agreement prior to release. Any public announcement by Parent regarding the subject matter of this Agreement shall be delivered to the Company prior to release, provided that such approval shall not be unreasonably withheld.. 5.6

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Infoseek Corp /De/)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld, subject, in the case of Parent, to Parent’s obligation to comply with applicable securities laws and the rules and regulations of the National Association of Securities Dealers.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Netiq Corp)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, Time no disclosure (whether or not in response to an inquiry) of regarding the subject matter terms of this Agreement and the transactions contemplated hereby shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Flycast Communications Corp)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld., subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws and the rules and regulations of any national securities exchange. 5.6

Appears in 1 contract

Samples: Agreement and Plan (Cypress Semiconductor Corp /De/)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent Buyer and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Utstarcom Inc)

Public Disclosure. Unless otherwise required by lawLegal Requirement, prior to the ----------------- Effective TimeTimes, no public disclosure (whether or not in response to an any inquiry) of the existence of any subject matter of of, or the terms and conditions of, this Agreement shall be made by any party hereto unless approved by Parent Acquirer and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Identiv, Inc.)

Public Disclosure. Unless otherwise required by lawlaw (including, without limitation, federal and state securities laws) prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheldwithheld or delayed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Citadel Technology Inc)

Public Disclosure. Unless otherwise required by lawlaw (including, without limitation, securities laws), prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto (other than disclosures to Company shareholders pursuant to Section 6.2) unless approved by Parent and the Company (which consent by the Company shall be binding on its shareholders) prior to release, provided that such approval shall not be unreasonably withheld. The parties have agreed to the text of the joint press release announcing the signing of this Agreement.

Appears in 1 contract

Samples: Voting Agreement (Niku Corp)

Public Disclosure. Unless otherwise required by lawlaw (including, without limitation, securities laws), prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Employment Continuation Agreement (Sanctuary Woods Multimedia Corp)

Public Disclosure. Unless otherwise required by lawlaw (including, without ----------------- limitation, securities laws), prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld. If such disclosure is required by law, the party required by law to so disclose shall deliver the disclosure to the other party prior to the disclosure and to the extent possible, incorporate the other party's comments therein.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Level 8 Systems)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Socket Communications Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective TimeClosing, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent Sub and the Company prior to release, provided that such approval shall not be unreasonably withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws.

Appears in 1 contract

Samples: Share Acquisition Agreement (CKS Group Inc)

Public Disclosure. Unless otherwise required by law, neither party ------------------ hereto shall make, prior to the ----------------- Effective Time, no any disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Gateway International Holdings Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld., subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws and the rules and regulations of the National Association of Securities Dealers, Inc.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Failure Group Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheldwithheld or delayed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Network Associates Inc)

Public Disclosure. Unless otherwise required by lawlaw (including, without limitation, securities laws), prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto (other than disclosures to the Company's Board or to Company shareholders pursuant to Section 6.2) unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Zapworld Com)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter specific terms of this Agreement shall be made by any party hereto to this Agreement unless approved by Parent Focalink and the Company ClickOver prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Adknowledge Inc)

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Public Disclosure. Unless otherwise required by law, Law (including ----------------- federal and state securities laws) prior to the ----------------- Effective Time, no disclosure (whether or not in response to an any inquiry) of the existence of any subject matter of of, or the terms and conditions of, this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.. EXECUTION VERSION

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Magma Design Automation Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto regarding the subject matter of this Agreement unless approved by Parent and the Company other party hereto prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Lynuxworks Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, Time no disclosure (whether or not in response to an inquiry) of regarding the subject matter terms of this Agreement and the transactions contemplated hereby shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld, and subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Epic Design Technology Inc /Ca/)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto regarding the subject matter of this Agreement unless approved by Parent and the Company other party hereto prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Hi/Fn Inc)

Public Disclosure. Unless otherwise required by law, prior Prior to the ----------------- Effective Time, no disclosure (whether ----------------- or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent regarding the subject matter of this Agreement, the Merger or the transactions contemplated hereby, including, if applicable, the termination of this Agreement and the Company reasons therefor, without the written consent of the Parent prior to release, provided that such approval shall not be unreasonably withheldthereto.

Appears in 1 contract

Samples: Agreement and Plan (Krooss John)

Public Disclosure. Unless otherwise Except as required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld. Parent shall consult in good faith with the Company with regard to the content of such disclosures other than a general description of the Parties and the material terms of this Agreement and related instruments.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Network Associates Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws.

Appears in 1 contract

Samples: Employment Agreement (Ednet Inc)

Public Disclosure. Unless otherwise required by lawlaw (including, without limitation, federal and state securities laws) prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Healtheon Corp)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, Time no disclosure (whether or not in response to an inquiry) of regarding the subject matter terms of this Agreement and the transactions contemplated hereby shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.unreasonably

Appears in 1 contract

Samples: Agreement and Plan of Merger (Collegelink Com Incorp)

Public Disclosure. Unless otherwise required by lawlaw or by this Agreement (including, without limitation, federal and state securities laws), prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent Acquiror and the Company Target prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Simplex Solutions Inc)

Public Disclosure. Unless otherwise required by lawlaw (including, without limitation, securities laws) or, as to Parent, by the rules and regulations of the National Association of Securities Dealers, Inc., prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall will be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall will not be unreasonably withheldwithheld or delayed.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Data Dimensions Inc)

Public Disclosure. Unless otherwise required by law, neither party ----------------- hereto shall make, prior to the ----------------- Effective Time, no any disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Gateway International Holdings Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and regarding the subject matter of this Agreement prior to release. Any public announcement by Parent regarding the subject matter of this Agreement shall be delivered to the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Intraware Inc)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, Time no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval shall not be unreasonably unnecessarily withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable laws.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Adept Technology Inc)

Public Disclosure. Unless otherwise required by lawlaw (including, ----------------- without limitation, federal and state securities laws) prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company other parties prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Looksmart LTD)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective Time, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent and the Company prior to release, provided that such approval -------- shall not be unreasonably withheld, subject, in the case of Parent, to Parent's obligation to comply with applicable securities laws.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Talk City Inc)

Public Disclosure. Unless Except as contemplated by this Agreement or as otherwise required by law, prior to the ----------------- Effective TimeLaw (including applicable securities Laws) or by regulatory authority, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made prior to the Effective Time by any party hereto (including any third party representatives of Parent or Company) (other than disclosures to Stockholders in connection with the approval of this Agreement) unless approved by Parent and the Company prior to release, ; provided that such approval shall not be unreasonably withheld, conditioned or delayed.

Appears in 1 contract

Samples: Agreement and Plan of Merger (NantKwest, Inc.)

Public Disclosure. Unless otherwise required by law, prior to the ----------------- Effective TimeClosing, no disclosure (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto unless approved by Parent NEON and the Company prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Share Acquisition Agreement (New Era of Networks Inc)

Public Disclosure. Unless otherwise required by law, prior Prior to the ----------------- Effective Time, no disclosure ----------------- (whether or not in response to an inquiry) of the subject matter of this Agreement shall be made by any party hereto the Company unless approved by Parent and the Company Acquiror prior to release, provided that such approval shall not be unreasonably withheld.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Synbiotics Corp)

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