Public Statements or Releases. Each of the parties to this Agreement agrees that it shall not make, issue, or release any announcement, whether to the public generally, or to any of its suppliers or customers, with respect to this Agreement or the transactions provided for herein, or make any statement or acknowledgment of the existence of, or reveal the status of, this Agreement or the transactions provided for herein, without the prior consent of the other parties, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, nothing in this Section 8.3 shall prevent any party hereto from making such public announcements or filings as it may consider necessary in order to satisfy its legal obligations, or from releasing a public statement acceptable to each of the parties hereto upon the completion of the offering contemplated hereby. By 8:30 a.m. (New York time) on the first business day following the date hereof, the Company will issue a press release acceptable to each of the parties hereto describing the transactions contemplated by this Agreement. As soon as possible but not later than the first business day following the Closing Date, the Company will issue a press release acceptable to each of the parties hereto describing the closing of the transactions contemplated by this Agreement, and promptly thereafter file a Current Report on Form 8-K with the SEC, attaching such press release.
Appears in 2 contracts
Samples: Common Stock Purchase Agreement (Ep Medsystems Inc), Common Stock Purchase Agreement (Ep Medsystems Inc)
Public Statements or Releases. Each The Company shall by 8:30 a.m. Eastern time on the business day following the date hereof, issue a press release and file a Current Report on Form 8-K, copies of each of which shall be provided to the Purchasers for review, disclosing the transactions contemplated hereby and make such other filings and notices in the manner and time required by the SEC. The Company and each Purchaser shall consult with each other in issuing any press releases and/or filing any Current Reports on Form 8-K or other such SEC Documents with respect to the transactions contemplated hereby, and none of the parties to this Agreement agrees that it shall not make, issue, or release any announcement, whether to the public generally, or to any of its suppliers or customers, with respect to this Agreement or the transactions provided for herein, or make any statement or acknowledgment of the existence of, or reveal the status of, this Agreement or the transactions provided for herein, without the prior consent of the other parties, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, provided, that nothing in this Section 8.3 9.1 shall prevent any party of the parties hereto from making such public announcements or filings as it may consider necessary in order for it to satisfy its legal obligations, or from releasing a but to the extent not inconsistent with such obligations, it shall provide the other parties with an opportunity to review and comment on any proposed public statement acceptable to each of the parties hereto upon the completion of the offering contemplated hereby. By 8:30 a.m. (New York time) on the first business day following the date hereof, the Company will issue a press release acceptable to each of the parties hereto describing the transactions contemplated by this Agreement. As soon as possible but not later than the first business day following the Closing Date, the Company will issue a press release acceptable to each of the parties hereto describing the closing of the transactions contemplated by this Agreement, and promptly thereafter file a Current Report on Form 8-K with the SEC, attaching such press releaseannouncement before it is made.
Appears in 1 contract
Samples: Securities Purchase Agreement (MiddleBrook Pharmaceuticals, Inc.)
Public Statements or Releases. Each The Company shall, by 8:30 a.m. Eastern time on the business day following the Closing Date, issue a press release and file a Current Report on Form 8-K, copies of each of which shall be provided to the Purchasers for review, disclosing the transactions contemplated hereby and make such other filings and notices in the manner and time required by the SEC. The Company and each Purchaser shall consult with each other in issuing any press releases with respect to the transactions contemplated hereby, and none of the parties to this Agreement agrees that it shall not make, issue, or release any announcement, whether to the public generally, or to any of its suppliers or customers, with respect to this Agreement or the transactions provided for herein, or make any statement or acknowledgment of the existence of, or reveal the status of, this Agreement or the transactions provided for herein, without the prior consent of the other parties, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, provided, that nothing in this Section 8.3 9.1 shall prevent any party of the parties hereto from making such public announcements or filings as it may consider necessary in order for it to satisfy its legal obligations, or from releasing a but to the extent not inconsistent with such obligations, it shall provide the other parties with an opportunity to review and comment on any proposed public statement acceptable to each of the parties hereto upon the completion of the offering contemplated hereby. By 8:30 a.m. (New York time) on the first business day following the date hereof, the Company will issue a press release acceptable to each of the parties hereto describing the transactions contemplated by this Agreement. As soon as possible but not later than the first business day following the Closing Date, the Company will issue a press release acceptable to each of the parties hereto describing the closing of the transactions contemplated by this Agreement, and promptly thereafter file a Current Report on Form 8-K with the SEC, attaching such press releaseannouncement before it is made.
Appears in 1 contract
Samples: Securities Purchase Agreement (Advancis Pharmaceutical Corp)
Public Statements or Releases. Each of the parties to this Agreement agrees that it shall not make, issue, or release any announcement, whether to the public generally, or to any of its suppliers or customers, with respect to this Agreement or the transactions provided for herein, or make any statement or acknowledgment of the existence of, or reveal the status of, this Agreement or the transactions provided for herein, without the prior consent of the other parties, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, nothing in this Section 8.3 shall prevent any party hereto from making such public announcements or filings as it may consider necessary in order to satisfy its legal obligations, or from releasing a public statement acceptable to each of the parties hereto upon the completion of the offering contemplated hereby. By 8:30 a.m. (New York time) on the first business day following the date hereof, the Company will issue a press release acceptable to each of the parties hereto describing the transactions contemplated by this Agreement. As soon as possible but not later than the first business day following the Closing Date, the Company will issue a press release acceptable to each of the parties hereto describing the closing of the transactions contemplated by this Agreement, and promptly thereafter file a Current Report on Form 8-K with the SEC, attaching such press release.
Appears in 1 contract
Samples: Common Stock Purchase Agreement (Ep Medsystems Inc)
Public Statements or Releases. Each The Company shall (a) by 9:30 a.m. (New York City time) on the trading day immediately following the date hereof, issue a press release agreed to in writing by Purchaser disclosing the material terms of the parties to transactions contemplated hereby, and (b) file a Current Report on Form 8-K, including the this Agreement agrees as an exhibit thereto, with the SEC within the time required by the Exchange Act. From and after the issuance of such press release, (x) the Company represents to the Purchaser that it shall have publicly disclosed all material, non-public information delivered to any of the Purchaser by the Company or any Subsidiary, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by this Agreement and (y) each Party shall not make, issue, issue or release any announcement, whether to the public generally, generally or to any of its suppliers or customers, with respect to this Agreement and its contents or the transactions provided for herein, or make any statement or acknowledgment of the existence of, or reveal the status of, this Agreement and its contents or the transactions provided for herein, without the prior consent of the other parties, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, provided, that nothing in this Section 8.3 7.9 shall prevent any party hereto the Purchaser from making such public announcements or filings as it may reasonably consider necessary in order to satisfy its legal obligations, or from releasing a public statement acceptable but, to each of the parties hereto upon the completion of the offering contemplated hereby. By 8:30 a.m. (New York time) on the first business day following the date hereofextent not inconsistent with such obligations, the Company will issue a press release acceptable to each of the parties hereto describing the transactions contemplated by this Agreement. As soon as possible but not later than the first business day following the Closing Date, Purchaser shall provide the Company will issue a press release acceptable with an opportunity to each of the parties hereto describing the closing of the transactions contemplated by this Agreement, review and promptly thereafter file a Current Report comment on Form 8-K with the SEC, attaching such press releaseany proposed public announcement before it is made.
Appears in 1 contract
Samples: Stock Purchase Agreement (First Choice Healthcare Solutions, Inc.)
Public Statements or Releases. Each The Company shall, by 8:30 a.m. Eastern time on the business day following the Initial Closing Date, file a Current Report on Form 8-K (the “Announcing 8-K”), disclosing the transactions contemplated hereby and make such other filings and notices in the manner and time required by the SEC. The Company and each Purchaser shall consult with each other in issuing any press releases with respect to the transactions contemplated hereby prior to the filing of the Announcing 8-K, and none of the parties to this Agreement agrees that it shall not shall, prior to the filing of the Announcing 8-K, make, issue, or release any announcement, whether to the public generally, or to any of its suppliers or customers, with respect to this Agreement or the transactions provided for herein, or make any statement or acknowledgment of the existence of, or reveal the status of, this Agreement or the transactions provided for herein, without the prior consent of the other parties, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, provided, that nothing in this Section 8.3 8.1 shall prevent any party of the parties hereto from making such public announcements or filings as it may consider necessary in order to satisfy its legal obligations, or from releasing a but to the extent not inconsistent with such obligations for any proposed public statement acceptable announcement prior to each of the parties hereto upon the completion of the offering contemplated hereby. By 8:30 a.m. (New York time) on the first business day following the date hereof, the Company will issue a press release acceptable to each of the parties hereto describing the transactions contemplated by this Agreement. As soon as possible but not later than the first business day following the Closing Date, the Company will issue a press release acceptable to each of the parties hereto describing the closing of the transactions contemplated by this Agreement, and promptly thereafter file a Current Report on Form Announcing 8-K K, it shall provide the other parties with the SEC, attaching such press releasean opportunity to review and comment on any proposed public announcement before it is made.
Appears in 1 contract
Public Statements or Releases. Each The Company shall, by 8:30 a.m. Eastern time on the business day following the date hereof, issue a press release and file a Current Report on Form 8-K, copies of each of which shall be provided to the Purchaser for review, disclosing the transactions contemplated hereby and shall make such other filings and notices in the manner and time required by the SEC. The Company and the Purchaser shall consult with each other in issuing any press releases and/or filing any Current Reports on Form 8-K or other such SEC Documents with respect to the transactions contemplated hereby, and none of the parties to this Agreement agrees that it shall not make, issue, or release any announcement, whether to the public generally, or to any of its suppliers or customers, with respect to this Agreement or the transactions provided for herein, or make any statement or acknowledgment of the existence of, or reveal the status of, this Agreement or the transactions provided for herein, without the prior consent of the other parties, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, provided, that nothing in this Section 8.3 9.1 shall prevent any party of the parties hereto from making such public announcements as may be required by applicable Law or filings as NASDAQ Rule or listing standard, but to the extent not inconsistent with such requirements, it may consider necessary in order shall provide the other parties with an opportunity to satisfy its legal obligations, or from releasing a review and comment on any proposed public statement acceptable to each of the parties hereto upon the completion of the offering contemplated hereby. By 8:30 a.m. (New York time) on the first business day following the date hereof, the Company will issue a press release acceptable to each of the parties hereto describing the transactions contemplated by this Agreement. As soon as possible but not later than the first business day following the Closing Date, the Company will issue a press release acceptable to each of the parties hereto describing the closing of the transactions contemplated by this Agreement, and promptly thereafter file a Current Report on Form 8-K with the SEC, attaching such press releaseannouncement before it is made.
Appears in 1 contract
Samples: Securities Purchase Agreement (MiddleBrook Pharmaceuticals, Inc.)
Public Statements or Releases. Each of the parties to this Agreement agrees that it shall not make, issue, or release any announcement, whether to the public generally, or to any of its suppliers or customers, with respect to this Agreement or the transactions provided for herein, or make any statement or acknowledgment of the existence of, or reveal the status of, this Agreement or the transactions provided for herein, without the prior consent of the other parties, which shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, nothing in this Section 8.3 8.4 shall prevent any party hereto from making such public announcements or filings as it may consider necessary in order to satisfy its legal obligations, or from releasing a public statement acceptable to each of the parties hereto upon the completion of the offering contemplated hereby. By 8:30 Notwithstanding the foregoing, as soon as possible but not later than 9:00 a.m. (New York time) on the first business day following the date hereof, the Company will issue a press release acceptable to each of the parties hereto describing the transactions contemplated by this Agreement. As soon as possible but not later than the first business day Business Day following the Closing Date, the Company will issue a press release acceptable to each of the parties hereto Placement Agent and the Purchasers and in accordance with applicable law describing the closing of the transactions contemplated by this Agreement, and promptly thereafter file a Current Report on Form 8-K with the SEC, attaching such press release, this Agreement, the Registration Rights Agreement and the form of Warrant.
Appears in 1 contract