Common use of Confidentiality; Press Releases Clause in Contracts

Confidentiality; Press Releases. Neither Purchaser nor Seller shall make any public announcement, press release or disclosure of the transactions contemplated under this Agreement, or any information related to this Agreement to outside brokers, media or third parties, before or after the Closing, without the prior written specific consent of the other party; provided, however, that Purchaser and Seller may disclose the terms of this Agreement to their current and potential investors, partners, lenders or other capital providers, and may, subject to the provisions of Section 4.5, make disclosure of this Agreement to their Related Parties as necessary to perform their obligations hereunder and as may be required under applicable laws or regulations (including, without limitation, disclosures required to be made to the Securities and Exchange Commission). Without limiting the foregoing requirement for Seller approval, the name “Thackeray” shall not be used or referenced in any public announcement, press release or disclosure relating to the transactions contemplated under this Agreement. Purchaser acknowledges and agrees that the use of such name in any public announcement, press release or disclosure is not accurate and Purchaser will instruct Purchaser’s partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives to comply with this provision. Seller and Purchaser, on behalf of themselves and their Related Parties, stipulate that the breach of the requirements of this Section 12.8 will cause irreparable harm to the other party for which damages may not constitute an adequate remedy. Purchaser and Seller agree that any breach of the requirements of this Section 12.8 may be enjoined by an appropriate court order or judgment. The provisions of this Section 12.8 shall survive Closing for a period of six (6) months.

Confidentiality; Press Releases. Neither Purchaser nor Seller shall make any no public announcement, press release or disclosure of the transactions contemplated under this Agreement, or nor any information related to this Agreement Agreement, to outside brokers, media or third parties, before or after the Closing, without the prior written specific consent of the other partySeller; provided, however, that Purchaser and Seller may disclose the terms of this Agreement to their current and potential investors, partners, lenders or other capital providers, and may, subject to the provisions of Section 4.54.7, make disclosure of this Agreement (a) to their Related its Permitted Outside Parties as necessary to perform their its obligations hereunder and (b) as may be required under applicable laws laws, rules or regulations (includingapplicable to Purchaser, without limitation, disclosures required to be made to including regulation and requirements of the U.S. Securities and Exchange Commission)Commission and any other regulatory or body having oversight over Purchaser or Purchaser’s direct or indirect owners. Without limiting the foregoing requirement for Seller approval, the name “Thackeray” "Crow Holdings" shall not be used or referenced in any public announcement, press release or disclosure relating to the transactions contemplated under this Agreement. Purchaser acknowledges and agrees that the use of such name in any public announcement, press release or disclosure is not accurate and Purchaser will instruct Purchaser’s 's partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives (collectively, the "Purchaser Parties") to comply with this provision. Seller and Purchaser, on behalf of themselves itself and their Related the Purchaser Parties, stipulate stipulates that the breach of the requirements of this Section 12.8 will cause irreparable harm to the other party Seller for which damages may not constitute an adequate remedy. Accordingly, Purchaser agrees, on its own behalf and Seller agree on behalf of the Purchaser Parties, that any breach of the requirements of this Section 12.8 may be enjoined by an appropriate court order or judgment. Seller's remedies are not limited to injunctive relief for a breach of the requirements of this Section 12.8, and all legal and equitable remedies will continue to be available to Seller. The provisions of this Section 12.8 shall survive Closing for a period of six (6) monthsClosing.

Confidentiality; Press Releases. Neither Purchaser nor Seller shall make any no public announcement, press release or disclosure of the transactions contemplated under this Agreement, or nor any information related to this Agreement to outside brokers, media or third parties, before or after the Closing, without the prior written specific consent of the other partySeller; provided, however, that Purchaser and Seller may disclose the terms of this Agreement to their current and potential investors, partners, lenders or other capital providers, and may, subject to the provisions of Section 4.54.6, make disclosure of this Agreement to their Related its Permitted Outside Parties as necessary to perform their its obligations hereunder and as may be required under applicable laws or regulations (including, without limitation, disclosures required applicable to be made to the Securities and Exchange Commission)Purchaser. Without limiting the foregoing requirement for Seller approval, the name names “ThackerayNetwork Associates”, “McAfee” or any derivative thereof shall not be used or referenced in any public announcement, press release or disclosure relating to the transactions contemplated under this Agreement. Purchaser acknowledges and agrees that the use of such name in any public announcement, press release or disclosure is not accurate and Purchaser will instruct Purchaser’s partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives (collectively, the “Purchaser Parties”) to comply with this provision. Seller and Purchaser, on behalf of themselves itself and their Related the Purchaser Parties, stipulate stipulates that the breach of the requirements of this Section 12.8 will cause irreparable harm to the other party Seller for which damages may not constitute an adequate remedy. Accordingly, Purchaser agrees, on its own behalf and Seller agree on behalf of the Purchaser Parties, that any breach of the requirements of this Section 12.8 may be enjoined by an appropriate court order or judgment. Seller’s remedies are not limited to injunctive relief for a breach of the requirements of this Section 12.8, and all legal and equitable remedies will continue to be available to Seller. For clarity, Seller may disclose the terms of this Agreement in connection with Seller’s reporting and disclosure requirements (including disclosures required by the U.S. Securities and Exchange Commission). The provisions of this Section 12.8 shall survive Closing for a period of six (6) monthsClosing.

Confidentiality; Press Releases. Neither Seller and Purchaser nor Seller shall make any no public announcement, press release or disclosure of the transactions contemplated under this Agreement, or nor any information related to this Agreement Agreement, to outside brokers, media or third parties, before or after the Closing, without the prior written specific consent of the other party; provided, however, that Purchaser and Seller either party may disclose the terms of this Agreement to their current and potential investors, partners, lenders or other capital providers, and may, subject to the provisions of Section 4.5, make disclosure of this Agreement to their Related Parties as necessary to perform their obligations hereunder and as may be required under applicable laws (i) as may be required by law or regulations (including, without limitation, disclosures required to be made court order after advance written notice to the Securities other party and Exchange Commissionthe opportunity to intervene prior to disclosure and/or (ii) to its consultants, attorneys, advisors and potential lenders to the extent (y) such disclosure is reasonably necessary to such party(ies). Without limiting , and (z) such parties are made aware of the foregoing requirement for existence of, and directed by Seller approvalor Purchaser, as applicable, to comply with, the name “Thackeray” shall not be used confidentiality terms applicable to Seller or referenced in any public announcementPurchaser, press release or disclosure relating to the transactions contemplated under this Agreement. Purchaser acknowledges and agrees that the use of such name in any public announcementrespectively, press release or disclosure is not accurate and Purchaser will instruct Purchaser’s partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives to comply with this provisionherein. Seller and Purchaser, on behalf of themselves and their Related Parties, Purchaser each stipulate that the breach of the requirements of this Section 12.8 section will cause irreparable harm to the other party for which damages may not constitute an adequate remedy. Accordingly, Seller and Purchaser and Seller each agree that the sole remedy for the non-breaching party in connection with any breach of the requirements of this Section 12.8 section is that any such breach may be enjoined by an appropriate court order or judgment. Following the Closing, Purchaser shall not be bound by any confidentiality restrictions or limitations set forth herein or otherwise in connection with the transactions contemplated hereby; provided, however, any such public announcement or press release made by Purchaser related to the transaction contemplated by this Agreement shall not identify any of the entities or individuals that control Seller or are related to Seller. The provisions requirements of this Section 12.8 section shall survive Closing for a period of six (6) monthsClosing.

Confidentiality; Press Releases. Neither Purchaser nor Seller shall make any no public announcement, press release or disclosure of the transactions contemplated under this Agreement, or nor any information related to this Agreement Agreement, to outside brokers, media or third parties, before or after the Closing, without the prior written specific consent of the other partySeller; provided, however, that Purchaser and Seller may disclose the terms of this Agreement to their current and potential investors, partners, lenders or other capital providers, and may, subject to the provisions of Section 4.54.7, make disclosure of this Agreement to their Related its Permitted Outside Parties as necessary to perform their its obligations hereunder and as may be required under applicable laws or regulations (including, without limitation, disclosures required applicable to be made to the Securities and Exchange Commission)Purchaser. Without limiting the foregoing requirement for Seller approval, the name “Thackeray” names "The Woodmont Company" or "L&B Realty" shall not be used or referenced in any public announcement, press release or disclosure relating to the transactions contemplated under this AgreementAgreement without the prior written consent of Seller. Purchaser acknowledges and agrees that the use of such name in any public announcement, press release or disclosure is not accurate and Purchaser will instruct Purchaser’s 's partners, lenders, investors, brokers, agents, employees, officers, directors, attorneys and representatives (collectively, the "Purchaser Parties") to comply with this provision. Seller and Purchaser, on behalf of themselves itself and their Related the Purchaser Parties, stipulate stipulates that the breach of the requirements of this Section 12.8 will cause irreparable harm to the other party Seller for which damages may not constitute an adequate remedy. Accordingly, Purchaser agrees, on its own behalf and Seller agree on behalf of the Purchaser Parties, that any breach of the requirements of this Section 12.8 may be enjoined by an appropriate court order or judgment. The provisions Seller's remedies are not limited to injunctive relief for a breach of the requirements of this Section 12.8 shall survive Closing for a period of six (6) months12.8, and all legal and equitable remedies will continue to be available to Seller.