Public Announcements Contract Clauses (257)

Grouped Into 23 Collections of Similar Clauses From Business Contracts

This page contains Public Announcements clauses in business contracts and legal agreements. We have organized these clauses into groups of similarly worded clauses.
Public Announcements. Promptly following the execution of this Agreement, (i) the Company shall issue a release substantially in the form attached hereto as Exhibit B-1 and (ii) the Shareholder Parties shall issue a release substantially in the form attached hereto as Exhibit B-2. Neither the Company shall (and the Company shall cause each of its Representatives not to) nor the Shareholder Parties shall (and the Shareholder Parties shall cause each of its Representatives not to) make or cause to be made any public an...nouncement or statement with respect to the subject of this Agreement that is contrary to the statements made in the respective releases referred to in the preceding sentence, except as required by law or the rules of any stock exchange or with the prior written consent of the other party. View More
Public Announcements. Promptly following the execution of this Agreement, (i) Agreement the Company shall issue a release substantially in the form attached hereto as Exhibit B-1 and (ii) the Shareholder Parties shall issue a release substantially in the form attached hereto as Exhibit B-2. B. Neither the Company shall (and the Company shall cause each of its Representatives not to) nor the Shareholder Parties shall (and the Shareholder Parties shall cause each of its Representatives not to) make or cause to be made ...any public announcement or statement with respect to the subject of this Agreement that is contrary to the statements made in the respective releases referred to in the preceding sentence, except as required by law or the rules of any stock exchange or with the prior written consent of the other party. View More
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Public Announcements. Promptly after the execution of this Agreement, the Company will issue the press release in the form attached hereto as Exhibit B. Without the prior written consent of the Company and the Hale Group, none of the Company, the members of the Hale Group or the other directors of the Company shall (a) issue a press release in connection with this Agreement or the actions contemplated hereby or (b) otherwise make any public statement, disclosure or announcement with respect to this Agreement, except ...as required by law (including applicable rules and regulations of NASDAQ and the SEC). View More
Public Announcements. Promptly after the execution of this Agreement, the Company will issue the press release in the form attached hereto as Exhibit B. C. Without the prior written consent of the Company and the Hale Hale-Talanta Group, none of the Company, the members of the Hale Hale-Talanta Group or the other directors of the Company shall (a) issue a press release in connection with this Agreement or the actions contemplated hereby or (b) otherwise make any public statement, disclosure or announcement with respe...ct to this Agreement, Agreement or the actions contemplated hereby, except as required by law (including applicable rules and regulations of NASDAQ and the SEC). law. View More
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Public Announcements. Promptly following the execution of this Agreement, the Company shall announce this Agreement by means of a press release in the form attached hereto as Exhibit A (the "Press Release"). Neither the Company nor Carlson Capital or any Carlson Capital Affiliate shall make or cause to be made any public announcement or statement with respect to the subject of this Agreement that is contrary to the statements made in the Press Release, except as required by law or the rules of any stock exchange or w...ith the prior written consent of the other party. The Company acknowledges that Carlson Capital intends to file this Agreement as an exhibit to its Schedule 13D pursuant to an amendment. The Company shall have reasonable advance review and consultation rights upon any Schedule 13D filing (or amendment thereto) made by Carlson Capital with respect to this Agreement. Carlson Capital acknowledges and agrees that the Company intends to file this Agreement and file or furnish the Press Release with the SEC as exhibits to a Current Report on Form 8-K and to file this Agreement as an exhibit to future filings with the SEC. View More
Public Announcements. Promptly following the execution of this Agreement, the Company shall announce this Agreement by means of a press release in the form attached hereto as Exhibit A (the "Press Release"). Neither the Company nor Carlson Capital or any Carlson Capital Affiliate shall make or cause to be made any public announcement or statement with respect to the subject of this Agreement that is contrary to the statements made in the Press Release, except as required by law or the rules of any stock exchange or w...ith the prior written consent of the other party. The Company acknowledges that Carlson Capital intends to file this Agreement as an exhibit to its Schedule 13D pursuant to an amendment. The Company shall have reasonable advance review and consultation rights upon any Schedule 13D filing (or amendment thereto) made by Carlson Capital with respect to this Agreement. Carlson Capital acknowledges and agrees that the Company intends to file this Agreement and file or furnish the Press Release with the SEC as exhibits to a Current Report on Form 8-K and to file this Agreement as an exhibit to future filings with the SEC. 5 6. Representations and Warranties of All Parties. Each of the parties represents and warrants to the other party that: (a) such party has all requisite power and authority to execute and deliver this Agreement and to perform its obligations hereunder; (b) this Agreement has been duly and validly authorized, executed and delivered by it and is a valid and binding obligation of such party, enforceable against such party in accordance with its terms (subject to applicable bankruptcy and similar laws relating to creditors' rights and to general equity principles); and (c) this Agreement will not result in a violation of any terms or conditions of any agreements to which such Person is a party or by which such party may otherwise be bound or of any law, rule, license, regulation, judgment, order or decree governing or affecting such party. View More
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Public Announcements. Promptly following the execution of this Agreement, the Company and Glenview shall announce this Agreement by means of a jointly issued, mutually agreeable press release in the form attached hereto as Exhibit B (the "Press Release"). Prior to the 2018 Annual Meeting, neither the Company nor Glenview nor any Glenview Affiliate shall make or cause to be made any public announcement or statement that is inconsistent with or contrary to the statements made in the Press Release, except as required by... law or legal process or the rules of any stock exchange or with the prior written consent of the other party. The Company acknowledges that Glenview intends to file this Agreement as an exhibit to its Schedule 13D pursuant to an amendment that the Company shall have the opportunity to review in advance. Prior to the 2018 Annual Meeting, the Company shall have an opportunity to review in advance any Schedule 13D filing made by Glenview or any Glenview Affiliate with respect to this Agreement or the matters addressed herein. Glenview acknowledges and agrees that the Company intends to file this Agreement and file or furnish the Press Release with the SEC as exhibits to a Current Report on Form 8-K and to file (or incorporate by reference) this Agreement as an exhibit to future filings with the SEC. 2 6. Representations and Warranties of All Parties. Each of the parties represents and warrants to the other party that: (a) such party has all requisite company power and authority to execute and deliver this Agreement and to perform its obligations hereunder; (b) this Agreement has been duly and validly authorized, executed and delivered by it and is a valid and binding obligation of such party, enforceable against such party in accordance with its terms; and (c) this Agreement will not result in a violation of any terms or conditions of any agreements to which such person is a party or by which such party may otherwise be bound or of any law, rule, license, regulation, judgment, order or decree governing or affecting such party. View More
Public Announcements. Promptly following the execution of this Agreement, the Company and Glenview shall announce this Agreement by means of a jointly issued, mutually agreeable press release in the form attached hereto as Exhibit B C (the "Press Release"). Prior to During the 2018 Annual Meeting, Standstill Period, neither the Company nor Glenview nor any Glenview Affiliate shall make or cause to be made any public announcement or statement that is inconsistent with or contrary to the statements made in the Press Re...lease, except as required by law or legal process or the rules of any stock exchange or with the prior written consent of the other party. The Company acknowledges that Glenview intends to file this Agreement and the agreed-upon Press Release as an exhibit to its Schedule 13D 13G pursuant to an amendment (which shall convert such Schedule 13G to a Schedule 13D) that the Company shall have the opportunity to review in advance. Prior to During the 2018 Annual Meeting, Standstill Period, the Company shall have an opportunity to review in advance any Schedule 13D filing made by Glenview or any Glenview Affiliate with respect to this Agreement or the matters addressed herein. Glenview acknowledges and agrees that the Company intends to file this Agreement and file or furnish the Press Release with the SEC as exhibits to a Current Report on Form 8-K and to file (or incorporate by reference) this Agreement as an exhibit to future filings with the SEC. 2 6. Representations and Warranties of All Parties. Each of the parties represents and warrants to the other party that: (a) such party has all requisite company power and authority to execute and deliver this Agreement and to perform its obligations hereunder; (b) this Agreement has been duly and validly authorized, executed and delivered by it and is a valid and binding obligation of such party, enforceable against such party in accordance with its terms; and (c) this Agreement will not result in a violation of any terms or conditions of any agreements to which such person is a party or by which such party may otherwise be bound or of any law, rule, license, regulation, judgment, order or decree governing or affecting such party. View More
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Public Announcements. The parties shall make the following public announcements and/or filings with the SEC: (a) The Company shall file promptly with the SEC a Current Report on Form 8-K (the "Form 8-K") reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. (b) The Kanen Group shall promptly, but in no case prior to the date of the filing of the Form 8-K by the Company pursuant to Section 6(a) hereof, prepare and file an amendment to Schedule 13D with re...spect to the Company reporting the beneficial ownership reflected in this Agreement and entry into this Agreement and amending the applicable items to conform to the obligations hereunder. (c) None of the Kanen Group or the Kanen Affiliates shall (i) issue a press release in connection with this Agreement or the actions contemplated hereby or (ii) except as contemplated by this Section 6, otherwise make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby, other than as mutually agreed to by the Company and the Kanen Group. View More
Public Announcements. The parties shall make the following public announcements and/or filings with the SEC: (a) The Company shall file promptly with the SEC a Current Report on Form 8-K (the "Form 8-K") reporting entry into this Agreement and appending or incorporating by reference this Agreement as an exhibit thereto. (b) The Kanen Group shall promptly, but in no case prior to the date of the filing of the Form 8-K by the Company pursuant to Section 6(a) hereof, prepare and file an amendment to a Schedule 13D with ...respect to the Company reporting the beneficial ownership reflected in this Agreement and entry into this Agreement and amending the applicable items to conform to the obligations hereunder. (c) The parties shall mutually agree to a summary description of this Agreement which shall be used to describe this Agreement in both the Company's Form 8-K and the Kanen Group's Schedule 13D. The Kanen Group and Kanen Affiliates shall provide the Company with reasonable 5 opportunity to review and comment upon the Schedule 13D prior to filing, and shall consider in good faith any changes proposed by the Company. (d) The Company shall promptly issue a press release to be mutually agreed with the Kanen Group in connection with this Agreement. (e) None of the Kanen Group or the Kanen Affiliates shall (i) issue a press release in connection with this Agreement or the actions contemplated hereby or (ii) except as contemplated by this Section 6, 8(d), otherwise make any public statement, disclosure or announcement with respect to this Agreement or the actions contemplated hereby, other than as mutually agreed to by the Company and the Kanen Group. View More
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Public Announcements. The Company shall announce this Agreement by means of a press release in the form attached hereto as Exhibit A (the "Press Release"). Neither the Company nor SRS shall make or cause to be made any public announcement or statement with respect to the subject of this Agreement that is contrary to the statements made in the Press Release, except as required by law or the rules of any stock exchange or with the prior written consent of the other party. The Company acknowledges that SRS may file this... Agreement as an exhibit to its Schedule 13D. The Company shall be given a reasonable opportunity to review and comment on any Schedule 13D filing made by SRS with respect to this Agreement, and SRS shall give reasonable consideration to the comments of the Company. SRS acknowledges and agrees that the Company may file this Agreement and file or furnish the Press Release with the SEC as exhibits to a Current Report on Form 8-K and other filings with the SEC. View More
Public Announcements. The Company shall announce this Agreement by means of a press release in the form attached hereto as Exhibit A (the "Press Release"). Neither the Company nor SRS shall make or cause to be made any public announcement or statement with respect to the subject of this Agreement that is contrary to the statements made in the Press Release, except as required by law or the rules of any stock exchange or with the prior written consent of the other party. The Company acknowledges that SRS may file this... Agreement as an exhibit to its Schedule 13D. The Company shall be given a reasonable opportunity to review and comment on any Schedule 13D filing made by SRS with respect to this Agreement, and SRS shall give reasonable consideration to the comments of the Company. SRS acknowledges and agrees that the Company may file this Agreement and file or furnish the Press Release with the SEC as exhibits to a Current Report on Form 8-K and other filings with the SEC. View More
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Public Announcements. No earlier than 8:00 a.m. U.S. Eastern Standard Time, on the date hereof, the Company shall announce this Agreement and the material terms hereof by means of a press release in the respective form attached hereto as Exhibit A (the "Press Release"). Neither the Company nor the Ancora Group shall make any public announcement or statement that contradicts or disagrees with the statements made in the Press Release, except as required by law or the rules of any stock exchange or with the prior writte...n consent of the other party. The Company acknowledges that the Ancora Group intends to file this Agreement and the Press Release (if any) with the Securities and Exchange Commission as an exhibit to its Schedule 13D pursuant to an amendment. View More
Public Announcements. No earlier than 8:00 a.m. U.S. Eastern Standard Time, on the date hereof, the Company shall announce this Agreement and the material terms hereof by means of a press release in the respective form attached hereto as Exhibit A (the "Press Release"). Neither the Company nor the Ancora Ajdler Group shall make any public announcement or statement that contradicts or disagrees with the statements made in the Press Release, except as required by law or the rules of any stock exchange or with the prior... written consent of the other party. The Company acknowledges that the Ancora Ajdler Group intends to file this Agreement and the Press Release (if any) with the Securities and Exchange Commission as an exhibit to its Schedule 13D pursuant to an amendment. View More
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Public Announcements. Promptly following the execution of this Agreement, the Company shall issue a mutually agreeable press release (the "Press Release") substantially in the form attached hereto as Exhibit C. Prior to the issuance of the Press Release, neither the Company nor Indaba shall, and Indaba shall cause the other Investors not to, issue any press release or make any public announcement regarding this Agreement or take any action that would require public disclosure thereof without the prior written consent... of the other Party, except to the extent required by applicable law or the rules of any national securities exchange. View More
Public Announcements. Promptly following the execution of this Agreement, the Company shall issue a mutually agreeable press release (the "Press Release") substantially in the form attached hereto as Exhibit C. Prior to the issuance of the Press Release, neither the Company nor Indaba shall, and Indaba any of the Shareholder Parties shall cause the other Investors not to, issue any press release or make any public announcement regarding this Agreement or take any action that would require public disclosure thereof wi...thout the prior written consent of the other Party, except to the extent required by applicable law or the rules of any national securities exchange. View More
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Public Announcements. In compliance with applicable law, stock exchange or SEC disclosure requirements, Buyer shall make all necessary disclosures of the terms of this Agreement and the Transactions, including filing a copy of this Agreement in any appropriate SEC filing. Any public announcements by Seller will be made only with the written consent and approval of Buyer.
Public Announcements. In compliance with applicable law, stock exchange or SEC disclosure requirements, Buyer shall make all necessary disclosures of the terms of this Agreement and the Transactions, including filing a copy of this Agreement in any appropriate SEC filing. Any public announcements by Seller concerning the terms of this Agreement and the Transaction not already publicly disclosed by Buyer or otherwise generally known to the public will be made only with the written consent and approval of Buyer. Buyer,... such approval not to be unreasonably withheld. View More
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Public Announcements. Neither party will make any public disclosure concerning the matters set forth in this Letter of Intent or the negotiation of the proposed Transaction without the prior written consent of the other party, which consent shall not be unreasonably withheld. If and when either party desires to make such public disclosure, after receiving such prior written consent, the disclosing party will give the other party an opportunity to review and comment on any such disclosure in advance of public release.... Notwithstanding the above, to the extent that either party is advised by counsel that disclosure of the matters set forth in this Letter of Intent is required by applicable securities laws or to the extent that such disclosure is ordered by a court of competent jurisdiction or is otherwise required by law, then such disclosing party will provide the other party, if reasonably possible under the circumstances, prior notice of such disclosure as well as an opportunity to review and comment on such disclosure in advance of the public release. View More
Public Announcements. Neither party Party will make any public disclosure concerning the matters set forth in this Letter Memorandum of Intent Understanding or the negotiation of the proposed Transaction without the prior written consent of the other party, Party, which consent shall not be unreasonably withheld. If and when either party Party desires to make such public disclosure, after receiving such prior written consent, the disclosing party Party will give the other party Party an opportunity to review and comm...ent on any such disclosure in advance of public release. Notwithstanding the above, to the extent that either party Party is advised by counsel that disclosure of the matters set forth in this Letter Memorandum of Intent Understanding is required by applicable securities laws or to the extent that such disclosure is ordered by a court of competent jurisdiction or is otherwise required by law, then such disclosing party Party will provide the other party, Party, if reasonably possible under the circumstances, prior notice of such disclosure as well as an opportunity to review and comment on such disclosure in advance of the public release. View More
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