Common use of Public Statements and Press Releases Clause in Contracts

Public Statements and Press Releases. The parties hereto covenant and agree that, except as provided for hereinbelow, each will not from and after the date hereof make, issue or release any public announcement, press release, statement or acknowledgment of the existence of, or reveal publicly the terms, conditions and status of, the transactions provided for herein, without the prior written consent of the other parties hereto as to the content and time of release of and the media in which such statements or announcement is to be made, provided, however, that the following shall not be a breach of this Section: (a) filings and disclosures required by the Securities and Exchange Commission, and (b) announcements, statements, acknowledgments or revelations which either party is required by law to make, issue or release as long as such party shall have given, to the extent reasonably possible, not less than two (2) calendar days prior notice to the other parties hereto, and shall have attempted, to the extent reasonably possible, to clear such announcement, statement, acknowledgment or revelation with the other parties hereto. Each party hereto agrees that it will not unreasonably withhold any such consent or clearance. The provisions of this Section shall not limit or restrict any party's communications with its personal consultants or advisors, including, without limitation, its attorneys, accountants and financial advisors.

Appears in 2 contracts

Samples: Contribution Agreement (Prime Medical Services Inc /Tx/), Contribution Agreement (Prime Medical Services Inc /Tx/)

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Public Statements and Press Releases. The parties hereto covenant and agree that, except Except as provided for ------------------------------------ hereinbelow, each will Digital and ViComp shall not from and after the date hereof make, issue or release any public announcement, press release, statement or acknowledgment of the existence of, or reveal publicly the terms, conditions and status of, the transactions provided for herein, without the prior written consent of the other parties hereto party as to the content and time of release of and the media in which such statements statement or announcement is to be made, announcement; provided, however, that in the following shall not be a breach case of this Section: (a) filings and disclosures required by the Securities and Exchange Commission, and (b) announcements, statements, acknowledgments or revelations which either any party is required by law to make, issue or release as long as release, the making, issuing or releasing of any such announcement, statement, acknowledgment or revelation by the party so required to do so by law shall not constitute a breach of this Agreement if such party shall have given, to the extent reasonably possible, not less than two (2) one calendar days day prior notice to the other parties heretoparty, and shall have attempted, to the extent reasonably possible, to clear such announcement, statement, acknowledgment or revelation with the other parties heretoparty. Each party hereto agrees that it will not unreasonably withhold any such consent or clearance. The provisions of this Section shall not limit or restrict any party's communications with its personal consultants or advisors, including, without limitation, its attorneys, accountants and financial advisors.

Appears in 2 contracts

Samples: Agreement And (Digital Video Systems Inc), Agreement And (Digital Video Systems Inc)

Public Statements and Press Releases. The parties Parties hereto covenant and agree that, except as provided for hereinbelowin this Section 10.9, each will not from and after the date hereof make, issue or release any public announcement, press release, statement or acknowledgment of the existence of, or reveal publicly the terms, conditions and status of, the transactions provided for herein, without the prior written consent of the other parties hereto Parties as to the content and time of release of and the media in which such statements statement or announcement is to be made, ; provided, however, that in the following shall not be a breach case of this Section: (a) filings and disclosures required by the Securities and Exchange Commission, and (b) announcements, statements, acknowledgments or revelations which either party a Party is required required, by applicable law or the Regulations of the SEC or any relevant stock exchange or market or by order or decree of a court or regulatory body having jurisdiction over such Party or in connection with such Party’s or its agents’ or Affiliates’ enforcement of any rights it may have at law or equity, to make, issue or release as long as release, the making, issuing or releasing of any such party announcement, statement, acknowledgment or revelation by the Party so required to so do so shall not constitute a breach of this Agreement if such Party shall have given, to the extent reasonably possible, not less than two (2) calendar days 24 hours prior notice to the other parties heretoParties, and shall have attempted, to the extent reasonably possible, to clear such announcement, statement, acknowledgment or revelation with the other parties heretoParties. Each party Party hereto agrees that it will not unreasonably withhold withhold, delay or condition any such consent or clearance. The provisions of this Section shall not limit or restrict any party's communications with its personal consultants or advisors, including, without limitation, its attorneys, accountants and financial advisors.

Appears in 1 contract

Samples: Stock and Asset Purchase Agreement (Enzo Biochem Inc)

Public Statements and Press Releases. The parties hereto covenant and agree that, except as provided for hereinbelowherein below, each will not from and after the date hereof make, issue or release any public announcement, press release, statement or acknowledgment of the existence of, or reveal publicly the terms, conditions and status of, the transactions provided for herein, without the prior written consent of the other parties hereto as to the content and time of release of and the media in which such statements or announcement is to be made, provided, however, that in the following shall not be a breach case of this Section: (a) filings and disclosures required by the Securities and Exchange Commission, and (b) announcements, statements, acknowledgments or revelations which either party is required by law to make, issue or release as long as release, the making, issuing or releasing of any such announcement, statement, acknowledgments or revelation by the party so required to do so by law shall not constitute a breach of this Agreement if such party shall have given, to the extent reasonably possible, not less than two (2) calendar days prior notice to the other parties hereto; provided further, that the foregoing prohibition shall not preclude oral disclosures by Caster after the Closing to other individuals concerning the existence of the transactions contemplated by this Agreement and shall have attempted, to the extent reasonably possible, to clear such announcement, statement, acknowledgment or revelation with the other parties heretoTransaction Documents. Each party hereto agrees that it will not unreasonably withhold any such consent or clearance. The provisions of this Section shall not limit or restrict any party's communications with its personal consultants or advisors, including, without limitation, its attorneys, accountants and financial advisors.

Appears in 1 contract

Samples: Contribution Agreement (Prime Medical Services Inc /Tx/)

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Public Statements and Press Releases. The parties hereto covenant and agree that, except as provided for hereinbelowherein below, each will not from and after the date hereof Execution Date make, issue or release any public announcement, press release, statement or acknowledgment of the existence of, or reveal publicly the terms, conditions and status of, the transactions provided for herein, without the prior written consent of the other parties hereto party as to the content and time of release of and the media in which such statements statement or announcement is to be made, providedand the parties shall issue a mutually acceptable press release as soon as practicable after the Execution Date and after the Closing Date. Notwithstanding the foregoing, however, that in the following shall not be a breach case of this Section: (a) filings and disclosures required by the Securities and Exchange Commission, and (b) announcements, statements, acknowledgments or revelations which either party is required by law applicable Law to make, issue or release as long as release, the making, issuing or releasing of any such announcement, statement, acknowledgment or revelation by the party so required to do so by applicable Law shall not constitute a breach of this Agreement if such party shall have given, to the extent reasonably possible, not less than two (2) calendar days 2 Business Days prior notice to the other parties heretoparty, and shall have attempted, to the extent reasonably possible, to clear such announcement, statement, acknowledgment or revelation with obtain prior consent of the other parties heretoparty. Each party hereto agrees that it will not unreasonably withhold any such consent or clearance. The provisions of this Section shall not limit or restrict any party's communications with its personal consultants or advisors, including, without limitation, its attorneys, accountants and financial advisors.

Appears in 1 contract

Samples: Sale and Purchase Agreement (Silicon Laboratories Inc)

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