Common use of Release of Information and Public Filings Clause in Contracts

Release of Information and Public Filings. (a) Until the Non-Control Date (or such earlier date as BNPP shall determine): (i) to the extent practicable under the circumstances, the Company shall (A) coordinate with BNPP with respect to the public release of any material information relating to the Company; and (B) provide BNPP with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by BNPP and received by the Company reasonably in advance of such publication; (ii) BNPP shall (A) coordinate with the Company with respect to the public release of any material information relating to the Company, and (B) to the extent practicable, provide the Company with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by the Company and received by BNPP reasonably in advance of such publication. Notwithstanding anything to the contrary set forth in this Agreement, except to the extent required by Applicable Law, BNPP shall not release any material information relative to the Company prior to the public release thereof by the Company; (iii) to the extent practicable, each Party shall give the other Party an opportunity to review the information therein relating to the Company and its Subsidiaries and to comment thereon. In the event that the Company is required by Applicable Law to publicly release information concerning the Company’s financial information for a period for which BNPP has yet to publicly release financial information, the Company shall provide BNPP notice of such release of such information as soon as practicable prior to such release of such information; and (iv) each of BNPP and the Company shall take reasonable steps to cooperate with each other in connection with the preparation, printing, filing, and public dissemination of their respective annual and quarterly statements, their respective audited annual financial statements, their respective annual reports to stockholders, any other required regulatory filings and, with respect to the Company, annual, quarterly and current reports under the Securities Act, any prospectuses and other filings made with the SEC. (b) No rights under Section 4.5(a) shall apply to the extent that they would prevent the Company from complying with its disclosure or other obligations under Applicable Law.

Appears in 4 contracts

Samples: Stockholder Agreement, Stockholder Agreement (First Hawaiian, Inc.), Stockholder Agreement (First Hawaiian, Inc.)

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Release of Information and Public Filings. (a) Until the Non-Control Date (or such earlier date as BNPP shall determine):Date: (i) to the extent practicable under the circumstances, the Company shall (A) coordinate with BNPP NAB with respect to the public release of any material information relating to the Company; and (B) provide BNPP NAB with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by BNPP NAB and received by the Company reasonably in advance of such publication; (ii) BNPP to the extent practicable under the circumstances, NAB shall (A) coordinate with the Company with respect to the public release of any material information relating to the Company, and (B) to the extent practicable, provide the Company with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by the Company and received by BNPP NAB reasonably in advance of such publication. Notwithstanding anything to the contrary set forth in this Agreement, except to the extent required by Applicable Law, BNPP NAB shall not release any material information relative to the Company prior to the public release thereof by the Company; (iii) the Company and NAB shall consult on the timing of their annual and quarterly earnings releases and, to the extent practicable, each Party shall give the other Party an opportunity to review the information therein relating to the Company and its Subsidiaries and to comment thereon. In the event that the Company is required by Applicable Law to publicly release information concerning the Company’s financial information for a period for which BNPP NAB has yet to publicly release financial information, the Company shall provide BNPP NAB notice of such release of such information as soon as practicable prior to such release of such information; and (iv) each of BNPP NAB and the Company shall take reasonable steps to cooperate with each other in connection with the preparation, printing, filing, and public dissemination of their respective annual and quarterly statements, their respective audited annual financial statements, their respective annual reports to stockholders, any other required regulatory filings and, with respect to the Company, annual, quarterly and current reports under the Securities Act, any prospectuses and other filings made with the SEC. (b) No Until the one-year anniversary of the Less Than Majority Holder Date, NAB shall have the rights under Section 4.5(a) with respect to the Company’s public communications and filings set forth in Schedule 4.6(b); provided, however, that such rights shall not apply to the extent that they would prevent the Company from complying with its disclosure or other obligations under Applicable Law.

Appears in 4 contracts

Samples: Stockholder Agreement (National Australia Bank LTD), Stockholder Agreement (Great Western Bancorp, Inc.), Stockholder Agreement (Great Western Bancorp, Inc.)

Release of Information and Public Filings. (a) Until the Non-Control Date (or such earlier date as BNPP shall determine):Second Threshold Date: (i) to the extent practicable under the circumstances, the The Company shall (A) coordinate with BNPP OM plc with respect to the public release of any material information relating to the Company; and (B) . The Company shall, to the extent practicable, provide BNPP OM plc with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by BNPP and received by the Company reasonably in advance of OM plc prior to such publication; (ii) BNPP shall (A) coordinate with the Company with respect to the public release of any material information relating to the Company, and (B) to the extent practicable, provide the Company with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by the The Company and received by BNPP reasonably in advance OM plc shall consult on the timing of such publication. Notwithstanding anything to the contrary set forth in this Agreementtheir annual and quarterly earnings releases and, except to the extent required by Applicable Law, BNPP shall not release any material information relative to the Company prior to the public release thereof by the Company; (iii) to the extent practicable, each Party shall give the other Party an opportunity to review the information therein relating to the Company and its Subsidiaries and to comment thereon. In the event that the Company is required by Applicable Law to publicly release information concerning the Company’s financial information for a period for which BNPP OM plc has yet to publicly release financial information, the Company shall provide BNPP OM plc notice of such release of such information as soon as practicable prior to such release of such information; and (iviii) each Each of BNPP OM plc and the Company shall take reasonable steps to cooperate with each other in connection with the preparation, printing, filing, and public dissemination of their respective annual and quarterly statements, their respective audited annual financial statements, their respective annual reports to stockholdersshareholders, any other required regulatory filings and, with respect to the Company, their respective annual, quarterly and current reports under the Securities Exchange Act, any prospectuses and other filings made with the SECU.S. Securities and Exchange Commission, any filings made with the UK Registrar of Companies and any other required regulatory filings. (b) No Notwithstanding the foregoing, in no event shall the rights under set forth in this Section 4.5(a) shall 4.5 apply to the extent that they would prevent the Company or OM plc from complying with its disclosure or other obligations under Applicable Law.

Appears in 3 contracts

Samples: Shareholder Agreement (OM Asset Management PLC), Shareholder Agreement (OM Asset Management LTD), Shareholder Agreement (OM Asset Management LTD)

Release of Information and Public Filings. (a) Until the Non-Control Date (or such earlier date as BNPP shall determine):Third Threshold Date: (i) to the extent practicable under the circumstances, the Company and its Subsidiaries shall (A) coordinate with BNPP AXA with respect to the public release of any material information relating to the Company; Company or its Subsidiaries, as applicable. The Company and (B) its Subsidiaries, as applicable, shall, to the extent practicable, provide BNPP AXA with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by BNPP and received by the Company reasonably in advance of AXA prior to such publication; (ii) BNPP shall (A) coordinate with the Company with respect to the public release of any material information relating to the Company, and (B) to the extent practicable, provide the Company with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by the The Company and received by BNPP reasonably in advance its Subsidiaries and AXA shall consult on the timing of such publication. Notwithstanding anything to the contrary set forth in this Agreementtheir annual and quarterly earnings releases and, except to the extent required by Applicable Law, BNPP shall not release any material information relative to the Company prior to the public release thereof by the Company; (iii) to the extent practicable, each Party shall give the other Party an opportunity to review the information therein relating to the Company and its Subsidiaries and to comment thereon. In the event that the Company or any of its Subsidiaries is required by Applicable Law to publicly release information concerning the Company’s or such Subsidiary’s financial information for a period for which BNPP AXA has yet to publicly release financial information, the Company shall shall, or cause such Subsidiary to, provide BNPP AXA notice of such release of such information as soon as practicable prior to such release of such information; and (iviii) each of BNPP AXA and the Company and its Subsidiaries shall take reasonable steps to cooperate with each other in connection with the preparation, printing, filing, and public dissemination of their respective annual and quarterly statutory statements, their respective audited annual financial statements, their respective annual reports to stockholders, any other required regulatory filings and, with respect to the Company, their respective annual, quarterly and current reports under the Securities Act and the Exchange Act, any prospectuses and other filings made with the SEC, AMF or ACPR, federal or state insurance requirements or any other required regulatory filings. (b) No Until the Majority Holder Date: (i) AXA shall have the rights under Section 4.5(awith respect to all public communications and filings by the Company set forth in Schedule 4.6(b) hereto; provided, however, that such rights shall not apply to the extent that they would prevent the Company from complying with its disclosure or other obligations under Applicable Law.

Appears in 2 contracts

Samples: Shareholder Agreement, Shareholder Agreement (AXA Equitable Holdings, Inc.)

Release of Information and Public Filings. (a) Until the Non-Control Date (or such earlier date as BNPP shall determine):Second Threshold Date: (i) to Corebridge shall, and shall cause each member of the extent practicable under the circumstancesCorebridge Group to, the Company shall (A) coordinate with BNPP AIG with respect to the public release of any material information relating to Corebridge or any other member of the Company; Corebridge Group, as applicable. Corebridge shall, and (B) shall cause each member of the Corebridge Group to, to the extent practicable, provide BNPP AIG with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by BNPP and received by the Company reasonably in advance of AIG prior to such publication; (ii) BNPP Corebridge and AIG shall (A) coordinate with consult on the Company with respect to the public release timing of any material information relating to the Companytheir annual and quarterly earnings releases and, and (B) to the extent practicable, provide the Company with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by the Company and received by BNPP reasonably in advance of such publication. Notwithstanding anything to the contrary set forth in this Agreement, except to the extent required by Applicable Law, BNPP shall not release any material information relative to the Company prior to the public release thereof by the Company; (iii) to the extent practicable, each Party shall give the other Party an opportunity to review the information therein relating to the Company and its Subsidiaries Corebridge Group and to comment thereon. In the event that Corebridge or any member of the Company Corebridge Group is required by Applicable Law to publicly release information concerning Corebridge’s or such member of the CompanyCorebridge Group’s financial information for a period for which BNPP AIG has yet to publicly release financial information, Corebridge shall, or cause such member of the Company shall Corebridge Group to, provide BNPP AIG notice of such release of such information as soon as practicable prior to such release of such information; and (iviii) each of BNPP AIG and Corebridge shall (and Corebridge shall cause each member of the Company shall Corebridge Group to) take reasonable steps to cooperate with each other in connection with the preparation, printing, filing, and public dissemination of their respective annual and quarterly statutory statements, their respective audited annual financial statements, their respective annual reports to stockholders, any other required regulatory filings and, with respect to the Company, their respective annual, quarterly and current reports under the Securities Act and the Exchange Act, any prospectuses and other filings made with the SEC, AMF or ACPR, federal or state insurance requirements or any other required regulatory filings. (b) No Until the Majority Holder Date: (i) AIG shall have the rights under Section 4.5(awith respect to all public communications and filings by Corebridge set forth in Schedule 6.6(b) hereto; provided, however, that such rights shall not apply to the extent that they would prevent the Company Corebridge from complying with its disclosure or other obligations under Applicable Law.

Appears in 2 contracts

Samples: Separation Agreement (American International Group, Inc.), Separation Agreement (Corebridge Financial, Inc.)

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Release of Information and Public Filings. (a) Until the Non-Control Date (or such earlier date as BNPP shall determine):Third Threshold Date: (i) to the extent practicable under the circumstances, the Company shall (A) coordinate co-ordinate with BNPP ING Group with respect to the public release of any material information relating to the Company; and (B) . The Company shall, to the extent practicable, provide BNPP ING Group with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by BNPP and received by the Company reasonably in advance of ING Group prior to such publication; (ii) BNPP shall (A) coordinate with the Company with respect to the public release of any material information relating to the Company, and (B) to the extent practicable, provide the Company with a copy of any such proposed public release no later than two (2) Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by the The Company and received by BNPP reasonably in advance ING Group shall consult on the timing of such publication. Notwithstanding anything to the contrary set forth in this Agreementtheir annual and quarterly earnings releases and, except to the extent required by Applicable Law, BNPP shall not release any material information relative to the Company prior to the public release thereof by the Company; (iii) to the extent practicable, each Party shall give the other Party an opportunity to review the information therein relating to the Company and its Subsidiaries and to comment thereon. In the event that the Company is required by Applicable Law to publicly release information concerning the Company’s financial information for a period for which BNPP ING Group has yet to publicly release financial information, the Company shall provide BNPP ING Group notice of such release of such information as soon as practicable prior to such release of such information; and (iviii) each of BNPP ING Group and the Company shall take reasonable steps to cooperate co-operate with each other in connection with the preparation, printing, filing, and public dissemination of their respective annual and quarterly statutory statements, their respective audited annual financial statements, their respective annual reports to stockholdersshareholders, any other required regulatory filings and, with respect to the Company, their respective annual, quarterly and current reports under the Securities ActActs, any prospectuses and other filings made with the SECSecurities Commissions, federal or state insurance requirements or any other required regulatory filings. (b) No Until the Majority Holder Date: (i) ING Group shall have the rights under Section 4.5(awith respect to all public communications and filings by the Company set forth in Schedule 4.6(b) hereto, provided, however that such rights shall not apply to the extent that they would prevent the Company from complying with its disclosure or other obligations under Applicable Law.

Appears in 2 contracts

Samples: Shareholder Agreement (ING U.S., Inc.), Shareholder Agreement (ING U.S., Inc.)

Release of Information and Public Filings. (a) Until the Non-Control Date (or such earlier date as BNPP shall determine):Threshold Date, subject to the Proxy Agreement: (i) to the extent practicable under the circumstances, the Company and its Subsidiaries shall (A) consult and coordinate with BNPP Xxxxxxxx S.p.A. with respect to the any public release by the Company or Xxxxxxxx S.p.A. of any material information relating to the Company; Company or its Subsidiaries, as applicable. The Company and (B) its Subsidiaries and Xxxxxxxx S.p.A., each as applicable, shall, to the extent practicable and unless, in the reasonable judgement of the Company or Xxxxxxxx S.p.A., as applicable, immediate release of such information is required, and consistent with appropriate confidentiality obligations, provide BNPP each other with a copy of any such proposed public release no later than two (2) one Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by BNPP and received by the Company reasonably in advance of such publication; (ii) BNPP shall (A) coordinate with the Company with respect to the public release of any material information relating to the Company, and (B) to the extent practicable, provide the Company with a copy of any such proposed public release no later than two (2) Business Days Day prior to publication, and shall consider in good faith incorporating any comments provided thereon by the Company and received by BNPP reasonably in advance of its Subsidiaries or Xxxxxxxx S.p.A., as applicable, prior to such publication. Notwithstanding anything to the contrary set forth in this Agreement, except to the extent required by Applicable Law, BNPP shall not release any material information relative to the Company prior to the public release thereof by the Company; (iiiii) the Company and its Subsidiaries and Xxxxxxxx S.p.A. shall consult on the timing of their annual and quarterly earnings releases and, to the extent practicable, each Party shall give the each other Party an opportunity to review the information therein relating to the Company and its Subsidiaries and to comment shall consider in good faith each other’s comments thereon. In ; and in the event that the Company or any of its Subsidiaries is required by Applicable Law to publicly release information concerning the Company’s or such Subsidiary’s financial information for a period for which BNPP Xxxxxxxx S.p.A. has yet to publicly release financial information, the Company shall shall, or cause such Subsidiary to, provide BNPP Xxxxxxxx S.p.A. notice of such release of such information as soon as practicable prior to such release of such information; and (iviii) each of BNPP Xxxxxxxx S.p.A. and the Company and its Subsidiaries shall take reasonable steps to cooperate with each other in connection with the preparation, printing, filing, and public dissemination of their respective annual and quarterly statements, their respective audited annual financial statements, their respective annual reports to stockholders, any other required regulatory filings and, with respect to the Company, their respective annual, quarterly and current reports under the Securities Exchange Act, any and ESG-related reports and disclosures, any registration statements, prospectuses and other filings made with the SEC, CONSOB or any stock exchange on which their respective securities are then listed, and any other required regulatory filings. (b) No rights under Section 4.5(a) shall apply to the extent that they would prevent the Company from complying with its disclosure or other obligations under Applicable Law.

Appears in 1 contract

Samples: Cooperation Agreement (Leonardo DRS, Inc.)

Release of Information and Public Filings. (a) Until the Non-Control Date (or such earlier date as BNPP shall determine):Threshold Date, subject to the Proxy Agreement: (i) to the extent practicable under the circumstances, the Company and its Subsidiaries shall (A) consult and coordinate with BNPP Leonardo S.p.A. with respect to the any public release by the Company or Leonardo S.p.A. of any material information relating to the CompanyCompany or its Subsidiaries, as applicable; and (B) the Company and its Subsidiaries and Xxxxxxxx S.p.A., each as applicable, shall, to the extent practicable and unless, in the reasonable judgement of the Company or Xxxxxxxx S.p.A., as applicable, immediate release of such information is required, and consistent with appropriate confidentiality obligations, provide BNPP each other with a copy of any such proposed public release no later than two (2) one Business Days prior to publication, and shall consider in good faith incorporating any comments provided thereon by BNPP and received by the Company reasonably in advance of such publication; (ii) BNPP shall (A) coordinate with the Company with respect to the public release of any material information relating to the Company, and (B) to the extent practicable, provide the Company with a copy of any such proposed public release no later than two (2) Business Days Day prior to publication, and shall consider in good faith incorporating any comments provided thereon by the Company and received by BNPP reasonably in advance of its Subsidiaries or Xxxxxxxx S.p.A., as applicable, prior to such publication. Notwithstanding anything to the contrary set forth in this Agreement, except to the extent required by Applicable Law, BNPP shall not release any material information relative to the Company prior to the public release thereof by the Company; (iiiii) the Company and its Subsidiaries and Leonardo S.p.A. shall consult on the timing of their annual and quarterly earnings releases and, to the extent practicable, each Party shall give the each other Party an opportunity to review the information therein relating to the Company and its Subsidiaries and to comment shall consider in good faith each other’s comments thereon. In ; and in the event that the Company or any of its Subsidiaries is required by Applicable Law to publicly release information concerning the Company’s or such Subsidiary’s financial information for a period for which BNPP Leonardo S.p.A. has yet to publicly release financial information, the Company shall shall, or cause such Subsidiary to, provide BNPP Leonardo S.p.A. notice of such release of such information as soon as practicable prior to such release of such information; and (iviii) each of BNPP Leonardo S.p.A. and the Company and its Subsidiaries shall take reasonable steps to cooperate with each other in connection with the preparation, printing, filing, and public dissemination of their respective annual and quarterly statements, their respective audited annual financial statements, their respective annual reports to stockholders, any other required regulatory filings and, with respect to the Company, their respective annual, quarterly and current reports under the Securities Exchange Act, any and ESG-related reports and disclosures, any registration statements, prospectuses and other filings made with the SEC, CONSOB or any stock exchange on which their respective securities are then listed, and any other required regulatory filings. (b) No rights under Section 4.5(a) shall apply to the extent that they would prevent the Company from complying with its disclosure or other obligations under Applicable Law.

Appears in 1 contract

Samples: Cooperation Agreement (Leonardo DRS, Inc.)

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