Common use of Public Statements and Disclosure Clause in Contracts

Public Statements and Disclosure. The initial press release relating to this Agreement shall be a joint press release prepared and issued by the Company and Parent, and thereafter, none of the Company, on the one hand, or Parent and Acquisition Sub, on the other hand, shall issue any public release or make any public announcement concerning this Agreement or the transactions contemplated by this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), except as such release or announcement may be required by applicable Law or the rules or regulations of any applicable United States securities exchange or regulatory or Governmental Authority to which the relevant Party is subject or submits, wherever situated, in which case the Party required to make the release or announcement shall use its reasonable best efforts to allow the other Party or Parties reasonable time to comment on such release or announcement in advance of such issuance (it being understood that the final form and content of any such release or announcement, as well as the timing of any such release or announcement, shall be at the final discretion of the disclosing Party); provided, however, that the restrictions set forth in this Section 8.5 shall not apply to any release or announcement made or proposed to be made (a) by the Company pursuant to Section 6.3, relating to any Acquisition Proposal or following a Company Board Recommendation Change or (b) by the Parent or Acquisition Sub following a Company Board Recommendation Change.

Public Statements and Disclosure. The initial press release relating with respect to the execution of this Agreement shall be a joint press release prepared to be reasonably agreed upon by Parent and issued by the Company and Parent, and thereafter, none Company. None of the Company, on the one hand, or nor Parent and Acquisition Sub, on the other hand, shall issue any public release or make any public announcement concerning this Agreement or the transactions contemplated by this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), except as such release or announcement may be required by applicable Law or the rules or regulations of any applicable United States securities exchange or regulatory or Governmental Authority to which the relevant Party party is subject or submits, wherever situated, in which case the Party party required to make the release or announcement shall use its reasonable best efforts to allow the other Party party or Parties parties hereto reasonable time to comment on such release or announcement in advance of such issuance (it being understood that the final form and content of any such release or announcement, as well as the timing of any such release or announcement, shall be at the final discretion of the disclosing Partyparty); provided, however, that the restrictions set forth in this Section 8.5 7.4 shall not apply to any release or announcement made or proposed to be made (a) by the Company pursuant to Section 6.3, relating to any Acquisition Proposal 7.3(a) or following a Company Board Recommendation Change or (b) by the Parent or Acquisition Sub following a Company Board Recommendation Change.

Public Statements and Disclosure. The initial press release relating with respect to the execution of this Agreement shall be a joint press release prepared to be reasonably agreed upon by Parent and issued by the Company and Parent, and thereafter, none Company. None of the Company, on the one hand, or Parent and Acquisition Sub, on the other hand, shall issue any public release or make any public announcement concerning this Agreement or the transactions contemplated by this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), except as such release or announcement may be required by applicable Law or the rules or regulations of any applicable United States securities exchange or regulatory or Governmental Authority to which the relevant Party party is subject or submits, wherever situated, in which case the Party party required to make the release or announcement shall use its reasonable best efforts to allow the other Party party or Parties parties hereto reasonable time to comment on such release or announcement in advance of such issuance (it being understood that the final form and content of any such release or announcement, as well as the timing of any such release or announcement, shall be at the final discretion of the disclosing Partyparty); provided, however, that the restrictions set forth in this Section 8.5 7.5 shall not apply to any release or announcement made or proposed to be made (a) by the Company pursuant to Section 6.3, relating to any Acquisition Proposal or following a Company Board Recommendation Change or (b) by the Parent or Acquisition Sub following a Company Board Recommendation Change.

Public Statements and Disclosure. The initial press release relating to this Agreement shall be a joint press release prepared release, the text of which shall be agreed to by both Parent and issued by the Company and Parent, and thereafterCompany. Thereafter, none of the Company, on the one hand, or Parent and Acquisition Merger Sub, on the other hand, shall issue any public release or make any public announcement concerning this Agreement or the transactions contemplated by this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), except as such release or announcement may be required by applicable Law or the rules or regulations of by obligations pursuant to any listing agreement with any applicable United States securities exchange or regulatory or Governmental Authority to which the relevant Party party is subject or submits, wherever situated, in which case the Party party required to make the release or announcement shall use its reasonable best efforts to allow the other Party party or Parties parties hereto reasonable time to comment on such release or announcement in advance of such issuance (it being understood that the final form and content of any such release or announcement, as well as the timing of any such release or announcement, shall be at the final discretion of the disclosing Party)issuance; provided, however, provided that the restrictions set forth in this Section 8.5 6.6 shall not apply to (i) any release or announcement made or proposed to be made (a) by the Company pursuant to Section 6.3, relating to any Acquisition Proposal or following a Company Board Recommendation Change or (bii) any filing to be made by a party pursuant to the Parent or Acquisition Sub following a Company Board Recommendation ChangeExchange Act.

Public Statements and Disclosure. The initial press release relating to this Agreement shall be a joint press release prepared and issued by the Company and Parent, and thereafter, none of the Company, on the one hand, or Parent and Acquisition Sub, on the other hand, shall issue any public release or make any public announcement concerning this Agreement or the transactions contemplated by this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), except as such release or announcement may be required by applicable Law or the rules or regulations of any applicable United States securities exchange or regulatory or Governmental Authority to which the relevant Party is subject or submits, wherever situated, in which case the Party required to make the release or announcement shall use its reasonable best efforts to allow the other Party or Parties reasonable time to comment on such release or announcement in advance of such issuance (it being understood that the final form and content of any such release or announcement, as well as the timing of any such release or announcement, shall be at the final discretion of the disclosing Party); provided, however, that the restrictions set forth in this Section 8.5 shall not apply to any release or announcement made or proposed to be made (a) by the Company pursuant to Section 6.3, relating to any Acquisition Proposal or following a Company Board Recommendation Change or (b) by the Parent or Acquisition Sub following a Company Board Recommendation Change.

Public Statements and Disclosure. The initial press release relating with respect to the execution and delivery of this Agreement shall be a joint press release prepared to be reasonably agreed upon by Parent and issued by the Company and Parent, and thereafter, none Company. None of the Company, on the one hand, or Parent and Acquisition Sub, on the other hand, shall issue any public release or make any public announcement concerning this Agreement or the transactions contemplated by this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), except as such release or announcement may be required by applicable Law or the rules or regulations of any applicable United States securities exchange or regulatory or Governmental Authority to which the relevant Party party is subject or submitssubject, wherever situated, in which case the Party party required to make the release or announcement shall use its commercially reasonable best efforts to allow the other Party party or Parties parties hereto reasonable time to comment on such release or announcement in advance of such issuance (it being understood that the final form and content of any such release or announcement, as well as the timing of any such release or announcement, shall be at the final discretion of the disclosing Partyparty); provided, however, that the restrictions set forth in this Section 8.5 6.7 shall not apply to any release or announcement made or proposed to be made (a) by the Company pursuant to Section 6.3in connection with an Acquisition Proposal, relating to any Acquisition Proposal or following a Company Board Recommendation Change or (b) by the Parent or Acquisition Sub following a Company Board Recommendation ChangeSuperior Proposal.

Public Statements and Disclosure. The initial press release relating to this Agreement shall be a joint press release prepared release, the text of which has been agreed to by both Investor and issued by the Company and Parent, and thereafterCompany. Thereafter, none of the Company, on the one hand, or Parent Investor and Acquisition Sub, on the other hand, shall issue any public release or make any public announcement concerning this Agreement or the transactions contemplated by this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), except as such release or announcement may be required by applicable Law or the rules or regulations of by obligations pursuant to any listing agreement with any applicable United States securities exchange or regulatory or Governmental Authority to which the relevant Party party is subject or submits, wherever situated, in which case the Party party required to make the release or announcement shall use its reasonable best efforts to allow the other Party party or Parties parties hereto reasonable time to comment on such release or announcement in advance of such issuance (it being understood that the final form and content of any such release or announcement, as well as the timing of any such release or announcement, shall be at the final discretion of the disclosing Party)issuance; provided, however, that the restrictions set forth in this Section 8.5 6.6 shall not apply to any release or announcement made or proposed to be made (a) by the Company pursuant to Section 6.3, relating to any Acquisition Proposal or following a Company Board Recommendation Change or (b) by the Parent or Acquisition Sub following a Company Board Recommendation Change.

Public Statements and Disclosure. The initial press release relating to this Agreement shall be a joint press release prepared and issued by the Company and Parent, and thereafter, none of the Company, on the one hand, or Parent and Acquisition Sub, on the other hand, shall issue any public release or make any public announcement concerning this Agreement or the transactions contemplated by this Agreement without the prior written consent of the other (which consent shall not be unreasonably withheld, conditioned or delayed), except as such release or announcement may be required by applicable Law or the rules or regulations of any applicable United States securities exchange or regulatory or Governmental Authority to which the relevant Party is subject or submits, wherever situated, in which case the Party required to make the release or announcement shall use its reasonable best efforts to allow the other Party or Parties hereto reasonable time to comment on such release or announcement in advance of such issuance (it being understood that the final form and content of any such release or announcement, as well as the timing of any such release or announcement, shall be at the final discretion of the disclosing Party); provided, however, that the . The restrictions set forth in this Section 8.5 shall not apply to any release or announcement made or proposed to be made (a) by the Company pursuant to Section 6.3, relating to any Acquisition Proposal 6.3 or following a Company Board Recommendation Change or (b) by the Parent or Acquisition Sub following a Company Board Recommendation Change.