Common use of No Public Announcement Clause in Contracts

No Public Announcement. Neither Buyer, on the one hand, nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchange, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC disclosure obligations.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Gleacher & Company, Inc.), Asset Purchase Agreement (First Albany Companies Inc)

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No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, shall without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided however, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC disclosure obligations.obligations or the rules of any stock exchange. * * * *

Appears in 2 contracts

Samples: Asset Purchase Agreement (Omnicell Inc /Ca/), Asset Purchase Agreement (Omnicell Com /Ca/)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchange, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided provided, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC disclosure obligations.

Appears in 2 contracts

Samples: Asset Purchase Agreement (Allscripts Healthcare Solutions, Inc.), Asset Purchase Agreement (NantHealth, Inc.)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their commercially reasonable best efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC disclosure obligationsobligations or the rules of any securities exchange.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Specialty Foods Corp), Stock Purchase Agreement (Specialty Foods Acquisition Corp)

No Public Announcement. Neither Buyer, on the one hand, nor Seller or Parent, on the other hand, No party hereto shall, without the prior written approval of all of the otherother parties, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party Buyer or Seller shall be so obligated by law or the rules of any stock exchange, in which case such party shall so advise the other party shall be advised and the parties Buyer and Seller shall use their reasonable best efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC disclosure or reporting obligations.

Appears in 2 contracts

Samples: License Agreement (New Paradigm Software Corp), Agreement (New Paradigm Software Corp)

No Public Announcement. Neither Buyer, on Buyer nor the one hand, nor Seller or Parent, on the other hand, Company shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party Party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party Party shall be advised and the parties Parties shall use their reasonable best efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and the SEC disclosure obligationsobligations or the rules of any stock exchange.

Appears in 1 contract

Samples: Stock Purchase Agreement (Amr Corp)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, Tribune shall, ---------------------- without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures -------- necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligationsobligations or the rules of any stock exchange. 14.4.

Appears in 1 contract

Samples: Stock Purchase Agreement (Farm Journal Corp)

No Public Announcement. Neither Buyer, on the one handany Shareholder, Parent nor Seller or Parent, on the other hand, shall, without the approval of the otherBuyer and Seller, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchange, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Navigant Consulting Inc)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, Parent shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best reasonable efforts to cause a mutually agreeable release or announcement to be issued; provided PROVIDED, HOWEVER, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC the Securities and Exchange Commission disclosure obligationsobligations or the rules of any stock exchange.

Appears in 1 contract

Samples: Purchase Agreement (Servicemaster Co)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best commercially reasonable efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC the Securities and Exchange Commission disclosure obligationsobligations or the rules of any stock exchange, which communications and disclosures Buyer and Seller agree to cooperate in good faith to prepare.

Appears in 1 contract

Samples: Equity Purchase Agreement (Brunswick Corp)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, Aon shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best reasonable efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude communications or disclosures (i) necessary to implement the provisions of this Agreement or to comply with the accounting and SEC the Securities and Exchange Commission disclosure obligationsobligations or the rules of any stock exchange or (ii) with public stockholders and/or analysts in the ordinary course of business for a transaction of the type contemplated by this Agreement.

Appears in 1 contract

Samples: Stock Purchase Agreement (Aon Corp)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any further press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided PROVIDED that the foregoing shall not preclude communications communications, disclosures or disclosures filings (including, without limitation, a filing of this Agreement) necessary to implement the provisions of this Agreement or to comply with accounting or the accounting Securities and SEC Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ecc International Corp)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, which approval shall not be unreasonably withheld, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best reasonable efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC the Securities and Exchange Commission disclosure obligationsobligations or the rules of any stock exchange.

Appears in 1 contract

Samples: Asset Purchase Agreement (Ndchealth Corp)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the any accounting and SEC Securities and Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Diversified Food Group Inc)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, ---------------------- without the written approval of the other, make any press release or other public announcement concerning this Agreement or the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude -------- ------- communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC disclosure obligationsobligations or the rules of any stock exchange.

Appears in 1 contract

Samples: Stock Purchase Agreement (McGraw-Hill Companies Inc)

No Public Announcement. Neither Buyer, on Buyer nor the one hand, nor Seller or Parent, on the other hand, Sellers shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC disclosure obligationsobligations or the rules of any stock exchange.

Appears in 1 contract

Samples: Stock Purchase Agreement (Healthcare Compare Corp/De/)

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No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, Parent shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchange, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Isolyser Co Inc /Ga/)

No Public Announcement. Neither Buyer, on the one hand, either Seller nor Seller or Parent, on the other hand, any Selling Party shall, without the approval of the otherBuyer and CBW, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchange, in which case the other party shall be advised and the parties shall use their reasonable best efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Navigant Consulting Inc)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, Sellers shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchange, in which case the other party shall be advised and and, to the parties shall use their best efforts to cause extent practicable, be consulted concerning a mutually agreeable release or announcement to be issuedannouncement; provided provided, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Generac Holdings Inc.)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and the parties shall use their best reasonable efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC the Securities and Exchange Commission disclosure obligations.obligations or the rules of any stock exchange. Section 13.4

Appears in 1 contract

Samples: Final Draft Stock Purchase Agreement (Middleby Corp)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchange, in which case the other party shall be advised and the parties shall use their best efforts to cause a mutually agreeable release or announcement to be issued; provided PROVIDED that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (SBS Technologies Inc)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangelaw, in which case the other party shall be advised and and, to the parties shall use their best efforts to cause extent practicable, be consulted concerning a mutually agreeable release or announcement to be issuedannouncement; provided provided, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting any applicable Securities and SEC Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Stock Purchase Agreement

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, Sellers shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangeexchange or similar regulation, in which case the other party shall be advised and the parties shall use their best commercially reasonable efforts to cause a mutually agreeable release or announcement to be issued; provided provided, however, that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Asset Purchase Agreement (Anacomp Inc)

No Public Announcement. Neither None of Buyer, on the one hand, Seller nor Seller or Parent, on the other hand, Company shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules of any stock exchangeexchange or quotation system, in which case the other party shall be advised and the parties shall use their best good faith efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligations.

Appears in 1 contract

Samples: Stock Purchase Agreement (Babyuniverse, Inc.)

No Public Announcement. Neither Buyer, on the one hand, Buyer nor Seller or Parent, on the other hand, shall, without the approval of the other, make any press release or other public announcement concerning the transactions contemplated by this Agreement, except as and to the extent that any such party shall be so obligated by law or the rules Requirements of any stock exchangeLaw, in which case the other party shall be advised and the parties shall use their best commercial reasonable efforts to cause a mutually agreeable release or announcement to be issued; provided that the foregoing shall not preclude communications or disclosures necessary to implement the provisions of this Agreement or to comply with the accounting and SEC Securities and Exchange Commission disclosure obligationsobligations or the rules of any stock exchange (provided that the issuing party shall nonetheless provide the other party with notice of, and the opportunity to review, any such communication or disclosure).

Appears in 1 contract

Samples: Asset Contribution and Equity Purchase Agreement (West Corp)

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