Grouped Into 36 Collections of Similar Clauses From Business Contracts
This page contains Disclosure clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Disclosure. Each Quintiles Shareholder hereby authorizes Quintiles and IMS Health to publish and disclose in any announcement or disclosure required by the SEC and in the Joint Proxy Statement/Prospectus such Quintiles Shareholder's identity and ownership of the Covered Shares and the nature of such Quintiles Shareholder's obligations under this Agreement, provided that Quintiles and IMS Health shall give each Quintiles Shareholder and its legal counsel a reasonable opportunity to review and comment on any ...such announcement or disclosure prior to its being made public. Except as may be required by applicable Law, no press release or other public statements by any Quintiles Shareholder regarding this Agreement, the transactions contemplated hereby, the Merger Agreement or the transactions thereby are permitted, other than press releases or other public statements that are not inconsistent with previous press releases, public disclosures or public statements made jointly by Quintiles and IMS Health.View More
Disclosure. Each Quintiles Shareholder hereby authorizes Quintiles and IMS Health and Quintiles to publish and disclose in any announcement or disclosure required by the SEC and in the Joint Proxy Statement/Prospectus such Quintiles Shareholder's identity and ownership of the Covered Shares and the nature of such Quintiles Shareholder's obligations under this Agreement, provided that Quintiles and IMS Health and Quintiles shall give each Quintiles Shareholder and its legal counsel a reasonable opportunity t...o review and comment on any such announcement or disclosure prior to its being made public. Except as may be required by applicable Law, no press release or other public statements by any Quintiles Shareholder regarding this Agreement, the transactions contemplated hereby, the Merger Agreement or the transactions thereby are permitted, other than press releases or other public statements that are not inconsistent with previous press releases, public disclosures or public statements made jointly by Quintiles IMS Health and IMS Health. Quintiles. View More
Disclosure. BOA shall, by 9:00 a.m., New York City time, on the first (1st) business day immediately following the date of this Subscription Agreement, issue one or more press releases or file with the SEC a Current Report on Form 8-K (collectively, the "Disclosure Document") disclosing all material terms of the transactions contemplated hereby and by the Other Subscription Agreements and the Transaction. Upon the issuance of the Disclosure Document, to the actual knowledge of BOA, the Investor shall not be... in possession of any material, non-public information received from BOA or any of its officers, directors, or employees or agents, and the Investor shall no longer be subject to any confidentiality or similar obligations under any current agreement, whether written or oral with BOA or any of its affiliates, relating to the transactions contemplated by this Subscription Agreement.View More
Disclosure. BOA ACON shall, by 9:00 a.m., New York City time, on the first (1st) business day immediately following the date of this Subscription Agreement, issue one or more press releases or file with the SEC a Current Report on Form 8-K (collectively, the "Disclosure Document") disclosing all material terms of the transactions contemplated hereby and by the Other Subscription Agreements Agreements, the Merger Agreement, the Transaction and any other material, nonpublic information that ACON has provided ...to the Transaction. Investor at any time prior to the filing of the Disclosure Document. Upon the issuance of the Disclosure Document, to the actual knowledge of BOA, the Investor shall not be in possession of any material, non-public information received from BOA ACON or any of its officers, directors, or employees or agents, and the Investor shall no longer be subject to any confidentiality or similar obligations under any current agreement, whether written or oral oral, with BOA ACON, the Placement Agent or any of its their respective affiliates, relating to the transactions contemplated by this Subscription Agreement. View More
Disclosure. The Shareholder hereby authorizes the Company and SPAC to publish and disclose in any announcement or disclosure required by the SEC (or as otherwise required by any applicable Securities Laws or any other securities authorities), or include in any document or information required to be filed with or furnished to the SEC or the NYSE or NASDAQ, the Shareholder's identity and ownership of the Covered Shares and the nature of the Shareholder's obligations under this Agreement and, if deemed appropr...iate by the Company or SPAC, a copy of this Agreement. The Shareholder will promptly provide any information reasonably requested by 8 the Company or SPAC for, and will otherwise use commercially reasonable efforts (including by making any required filings) to obtain any approval required in connection with, any regulatory application or filing required or advisable in connection with the transactions contemplated by this Agreement and by the Business Combination Agreement (including filings with the SEC or the NYSE or NASDAQ), including the PIPE Financing.View More
Disclosure. The Shareholder hereby authorizes the Company and SPAC to publish and disclose in any announcement or disclosure required by the SEC (or as otherwise required by any applicable Securities Laws securities laws or any other securities authorities), or include in any document or information required to be filed with or furnished to the SEC or the NYSE or NASDAQ, Nasdaq, the Shareholder's identity and ownership of the Covered Shares and the nature of the Shareholder's obligations under this Agreemen...t and, if deemed appropriate by the Company or SPAC, a copy of this Agreement. The Shareholder will promptly provide any information reasonably requested by 8 the Company or SPAC for, and will otherwise use commercially reasonable efforts (including by making any required filings) to obtain any approval required in connection with, any regulatory application or filing required or advisable in connection with the transactions contemplated by this Agreement and by the Business Combination Agreement (including filings with the SEC or the NYSE or NASDAQ), including the PIPE Financing.View More
Disclosure. Employee agrees fully and completely to reveal the terms of Sections 5, 6, and 7 of this Agreement to any new or prospective employee, business partner, or investor of Employee and authorizes Company, at its election, to make such disclosure and provide a copy of this Agreement to any new or prospective employee, business partner, or investor.
Disclosure. Employee agrees fully and completely to reveal the terms of Sections 5, 6, and 7 Section 4 of this Agreement to any new or prospective employee, business partner, or investor of Employee and authorizes Company, at its election, to make such disclosure and provide a copy of this Agreement to any new or prospective employee, business partner, or investor.
Disclosure. Tailwind shall, by 9:00 a.m., New York City time, on the first (1st) business day immediately following the date of this Subscription Agreement, issue one or more press releases or file with the SEC a Current Report on Form 8-K (collectively, the "Disclosure Document") disclosing all material terms of the transactions contemplated hereby and by the Other Subscription Agreements, the Transaction and any other material, nonpublic information that Tailwind has provided to the Investor at any time p...rior to the filing of the Disclosure Document (except as otherwise agreed to in writing by the Investor and Tailwind). Upon the issuance of the Disclosure Document, to the knowledge of Tailwind, the Investor shall not be in possession of any material, non-public information received from Tailwind or any of its officers, directors, or employees or agents, and the Investor shall no longer be subject to any confidentiality or similar obligations under any current agreement, whether written or oral with Tailwind or any of its affiliates, relating to the transactions contemplated by this Subscription Agreement. Notwithstanding anything in this Subscription Agreement to the contrary, Tailwind shall not, and shall cause its representatives, including the Placement Agent and its respective representatives, to not publicly disclose the name of Investor or any of its advisors or affiliates, or include the name of Investor or any of its advisors or affiliates without prior written consent of Investor, (i) in any press release or marketing materials, or for any similar or related purpose, or (ii) in any filing with the SEC or any regulatory agency or trading market, except as required by the federal securities law in connection with the Registration Statement, the filing of a form of this Subscription Agreement with the SEC and in the related Current Report on Form 8-K in a manner acceptable to Investor, and to the extent such disclosure is required by law, at the request of the Staff of the SEC or regulatory agency or under the regulations of the Stock Exchange, in which case Tailwind shall provide Investor with prior written notice of such disclosure permitted under this sub-clause (ii).View More
Disclosure. Tailwind The Company shall, by 9:00 a.m., New York City time, on the first (1st) business day immediately following the date of this Subscription Agreement, issue one or more press releases or file with the SEC a Current Report on Form 8-K (collectively, the "Disclosure Document") disclosing all material terms of the transactions contemplated hereby and by the Other Subscription Agreements, the Transaction and any other material, nonpublic information that Tailwind the Company has provided to th...e Investor at any time prior to the filing of the Disclosure Document (except as otherwise agreed to in writing by the Investor and Tailwind). Document. Upon the issuance of the Disclosure Document, to the actual knowledge of Tailwind, the Company, the Investor 16 shall not be in possession of any material, non-public information received from Tailwind the Company or any of its officers, directors, or employees or agents, and the Investor shall no longer be subject to any confidentiality or similar obligations under any current agreement, whether written or oral oral, with Tailwind or the Company, any of its affiliates, affiliates or the Placement Agents, relating to the transactions contemplated by this Subscription Agreement. Notwithstanding anything in this Subscription Agreement to the contrary, Tailwind the Company shall not, and shall cause its representatives, including the Placement Agent and its respective representatives, to not publicly disclose the name of the Investor or any of its advisors affiliates or affiliates, advisers, or include the name of the Investor or any of its advisors affiliates or affiliates without prior written consent of Investor, (i) advisers in any press release or marketing materials, or for any similar or related purpose, or (ii) in any filing with the SEC or any regulatory agency or trading market, without the prior written consent of the Investor, except (i) as required by the federal securities law in connection with the Registration Statement, the filing or pursuant to other routine proceedings of a form of this Subscription Agreement with the SEC and in the related Current Report on Form 8-K in a manner acceptable to Investor, and regulatory authorities, (ii) to the extent such disclosure is required by law, at the request of the Staff staff of the SEC or regulatory agency or under the regulations of any national securities exchange on which the Stock Exchange, Company's securities are listed for trading, (iii) to the extent such announcements or other communications contain only information previously disclosed in which case Tailwind shall provide Investor a public statement, press release or other communication previously approved in accordance with prior written notice this Section 13 or (iv) as expressly contemplated by the last sentence of such disclosure permitted under Section 11(b) of this sub-clause (ii). Subscription Agreement. View More
Disclosure. Each party hereto hereby authorizes the Company to publish and disclose in any announcement or disclosure the Shareholder's identity and ownership of the Covered Shares and the nature of the Shareholder's obligations under this Agreement, and to disclose a copy of this Agreement, in each case, to the extent required by applicable Law.
Disclosure. Each party hereto hereby authorizes the Company to publish and disclose in any announcement or disclosure the Shareholder's Shareholders' identity and ownership of the Covered Shares and the nature of the Shareholder's Shareholders' obligations under this Agreement, and to disclose a copy of this Agreement, in each case, to the extent required by applicable Law.
Disclosure. The Sponsor hereby authorizes the Company and Acies to publish and disclose in any announcement or disclosure required by the SEC the Sponsor's identity and ownership of the Covered Shares and the nature of the Sponsor's obligations under this Agreement; provided, that prior to any such publication or disclosure the Company and Acies have provided the Sponsor with an opportunity to review and comment upon such announcement or disclosure, which comments the Company and Acies will consider in good... faith.View More
Disclosure. The Sponsor hereby authorizes the Company and Acies SPAC to publish and disclose in any announcement or disclosure required by the SEC the Sponsor's identity and ownership of the Covered Shares and the nature of the Sponsor's obligations under this Agreement; provided, that prior to any such publication or disclosure the Company and Acies have SPAC has provided the Sponsor with an opportunity to review and comment upon such announcement or disclosure, which comments the Company and Acies SPAC wi...ll consider in good faith. View More
Disclosure. The Subscriber hereby acknowledges that the terms of this Subscription Agreement and the Transaction Agreement will be disclosed by the Company in a Current Report on Form 8-K filed with the SEC (the time of such filing, "Disclosure Time") and a form of this Subscription Agreement and the Transaction Agreement will be filed with the SEC as an exhibit thereto. From and after the Disclosure Time, the Company represents to the Subscriber that it shall have publicly disclosed all material, non-publi...c information delivered to the Subscriber by the Company or any of its officers, directors, employees or agents in connection with the transactions contemplated by the Subscription Agreement and the Transaction Agreement. In addition, effective upon the Disclosure Time, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company or any of its officers, directors, agents, employees or affiliates on the one hand, and any of the Subscribers or any of their affiliates on the other hand, shall terminate.View More
Disclosure. The Subscriber hereby acknowledges that the terms of this Subscription Agreement and the Transaction Agreement will be disclosed by the Company in a Current Report on Form 8-K (the "8-K Filing") filed with the SEC (the time by 9:00 a.m., New York City time, on the first (1st) business day immediately following the date of such filing, "Disclosure Time") this Subscription Agreement ("Disclosure Date") and a form of this Subscription Agreement and the Transaction Agreement will be filed with the S...EC as an exhibit thereto. From and after the Disclosure Time, 8-K Filing, the Company represents to the Subscriber that it shall have publicly disclosed all material, non-public information delivered to the Subscriber by the Company or any of its officers, directors, employees or agents in connection with the transactions contemplated by the Subscription Agreement and the Transaction Agreement. In addition, effective upon the Disclosure Time, 8-K Filing, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company or any of its officers, directors, agents, employees or affiliates on the one hand, and any of the Subscribers or any of their affiliates on the other hand, shall terminate. View More
Disclosure. Each Shareholder shall permit Contango and the Partnership to publish and disclose in all documents and schedules filed with the SEC, and any press release or other disclosure document that Contango and/or the Partnership determines to be necessary or desirable in connection with the Merger, the Contango Stock Issuance and any transactions related thereto, such Shareholder's identity and ownership of Subject Contango Shares and the nature of such Shareholder's commitments, arrangements and under...standings under this Agreement.View More
Disclosure. Each Shareholder shall permit Contango Parent and the Partnership Company shall be permitted to publish and disclose in all documents and schedules filed with the SEC, and any press release or other disclosure document that Contango and/or the Partnership Company determines to be necessary or desirable in connection with the Merger, the Contango Stock Issuance Merger and any transactions related thereto, such to the Merger, each Shareholder's identity and ownership of Subject Contango Shares and... the nature of such Shareholder's commitments, arrangements and understandings under this Agreement. View More
Disclosure. The Company shall issue a disclosure of all material terms of the transactions contemplated hereby and attaching this Agreement, as an exhibit thereto in a Current Report on Form 8-K to be filed with the SEC on or prior to 9:00 AM on the first (1st) Business Day after the date of this Agreement (the "Cleansing 8-K"). After the Company's filing of the Cleansing 8-K with the SEC, the Investor shall not be in possession of any material, nonpublic information received from the Company or any of its ...Subsidiaries or any of their respective officers, directors, employees, affiliates or agents. The Company shall not, and shall cause its officers, directors, employees, affiliates and agents, not to, provide the Investor with any material, nonpublic information regarding the Company from and after the date hereof without the express written consent of the Investor. To the extent that the Company delivers any material, non-public information to the Investor from and after the date hereof without the Investor's express prior written consent, the Company hereby covenants and agrees that the Investor shall not have any duty of confidentiality to the Company, any of its Subsidiaries or any of their respective officers, directors, employees, affiliates or agent with respect to, or a duty to the Company, any of its Subsidiaries or any of their respective officers, directors, employees, affiliates or agent or not to trade on the basis of, such material, non-public information. The Company shall not disclose the name of the Investor in any filing, announcement, release or otherwise, unless such disclosure is required by law or regulation or with Investor or Investor's counsel's prior written consent. In addition, effective upon the date hereof, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company, any of its subsidiaries or any of their respective officers, directors, affiliates, employees or agents, on the one hand, and the Investor or any of its affiliates, on the other hand, shall terminate and be of no further force or effect. The Company understands and confirms that the Investor will rely on the foregoing representations in effecting transactions in securities of the Company. 7 9. Binding. This Agreement shall inure to the benefit of the parties and shall be binding upon each of the parties and their assigns, successors, heirs, and representatives.View More
Disclosure. The Company shall issue a disclosure of all material terms of the transactions contemplated hereby and attaching this Agreement, as an exhibit thereto in either a Current Report on Form 8-K to be filed with or its Annual Report on Form 10-K for the SEC on or prior to 9:00 AM on fiscal year ended December 31, 2019. After the first (1st) Business Day after the date earlier of this Agreement (the "Cleansing 8-K"). After (a) the Company's filing of its Annual Report on Form 10-K for the Cleansing 8-...K with fiscal year ended December 31, 2019 and (b) May 15th, 2020 (such earlier date, the SEC, "Cleansing Date"), the Investor shall not be in possession of any material, nonpublic information received from the Company or any of its Subsidiaries or any of their respective officers, directors, employees, affiliates or agents. The Company shall not, and shall cause its officers, directors, employees, affiliates and agents, not to, provide the Investor with any material, nonpublic information regarding the Company from and after the date hereof Cleansing Date without the express written consent of the Investor. To the extent that the Company delivers any material, non-public information to the Investor from and after the date hereof Cleansing Date without the Investor's express prior written consent, the Company hereby covenants and agrees that the Investor shall not have any duty of confidentiality to the Company, any of its Subsidiaries or any of their respective officers, directors, employees, affiliates or agent with respect to, or a duty to the to the Company, any of its Subsidiaries or any of their respective officers, directors, employees, affiliates or agent or not to trade on the basis of, such material, non-public information. The Company shall not disclose the name of the Investor in any filing, announcement, release or otherwise, unless such disclosure is required by law or regulation or with Investor or Investor's counsel's prior written consent. In addition, effective upon the date hereof, Cleansing Date, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement, whether written or oral, between the Company, any of its subsidiaries or any of their respective officers, directors, affiliates, employees or agents, on the one hand, and the Investor or any of its affiliates, on the other hand, shall terminate and be of no further force or effect. The Company understands and confirms that the Investor will rely on the foregoing representations in effecting transactions in securities of the Company. 7 9. Binding. This Agreement shall inure to the benefit of the parties and shall be binding upon each of the parties and their assigns, successors, heirs, and representatives.View More