Common use of K Filing Clause in Contracts

K Filing. On or before 5:30 p.m., New York City time, on the first Business Day following the execution date of the Registration Rights Agreement, the Issuer shall use its commercially reasonable efforts to cause the Company to file a Current Report on Form 8-K describing the terms of the transactions contemplated by the Registration Rights Agreement in the form required by the Exchange Act and attaching the Registration Rights Agreement (including all attachments, the “8-K Filing”). Subject to the foregoing, the Issuer shall not, and the Issuer shall use its commercially reasonable efforts to cause the Company and each Company Subsidiary to not, issue any press releases or any other public statements with respect to the transactions contemplated hereby; provided, however, that the Company shall be entitled, without the prior approval of the Buyer, to make any press release or other public disclosure with respect to such transactions (i) in substantial conformity with the 8-K Filing and contemporaneously therewith and (ii) as is required by applicable law and regulations (provided that in the case of clause (i) the Issuer shall use its commercially reasonable efforts to cause the Buyer to be consulted by the Company in connection with any such press release or other public disclosure prior to its release). Notwithstanding anything herein to the contrary, without the prior written consent of the Buyer, the Issuer shall not, and shall use all reasonable efforts to cause the Company and each Company Subsidiary and any Affiliate of the Company or Company Subsidiary to not, disclose the name of the Buyer or any Affiliate thereof in any filing, announcement, release or otherwise unless such disclosure is required by applicable law.

K Filing. On The Company shall not, and shall cause each of its Subsidiaries and its and each of their respective officers, directors, employees and agents, not to, provide the Buyer with any material, nonpublic information regarding the Company or before 5:30 p.m., New York City time, on any of its Subsidiaries from and after the first Business Day following the execution date filing of the Registration Rights Agreement, the Issuer shall use its commercially reasonable efforts to cause the Company to file a Current Report on Form Conversion Agreement 8-K describing Filing with the terms SEC without the express prior written consent of the transactions contemplated Buyer. In the event of a breach of the foregoing covenant by the Registration Rights Agreement Company or any of its Subsidiaries, or any of its or their respective officers, directors, employees and agents, in addition to any other remedy provided herein, a Buyer shall have the right to make a public disclosure, in the form required of a press release, public advertisement or otherwise, of such material, nonpublic information without the prior approval by the Exchange Act and attaching Company, its Subsidiaries, or any of its or their respective officers, directors, employees or agents. No Buyer shall have any liability to the Registration Rights Agreement (including all attachmentsCompany, the “8-K Filing”)its Subsidiaries, or any of its or their respective officers, directors, employees, stockholders or agents, for any such disclosure. Subject to the foregoing, neither the Issuer Company, its Subsidiaries nor the Buyer shall not, and the Issuer shall use its commercially reasonable efforts to cause the Company and each Company Subsidiary to not, issue any press releases or any other public statements with respect to the transactions contemplated hereby; provided, however, that the Company shall be entitled, without the prior approval of the Buyer, to make any press release or other public disclosure with respect to such transactions (i) in substantial conformity with the Conversion Agreement 8-K Filing and contemporaneously therewith and (ii) as is required by applicable law and regulations (provided that in the case of clause (i) the Issuer Buyer shall use its commercially reasonable efforts to cause the Buyer to be consulted by the Company in connection with any such press release or other public disclosure prior to its release). Notwithstanding anything herein to the contrary, without the prior written consent of the Buyer, the Issuer shall not, and shall use all reasonable efforts to cause the Company and each Company Subsidiary and any Affiliate of the Company or Company Subsidiary to not, disclose the name of the Buyer or any Affiliate thereof in any filing, announcement, release or otherwise unless such disclosure is required by applicable law.