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None of the Parties shall, at any time, issue or make any reports, statements or releases to the public with respect to this Agreementor the transactions contemplated hereby or thereby, without the consent of the other Parties, which consent shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, in the event that any Party is requested or becomes legally compelled (including without limitation any reports or filings required to be made with the SEC) to disclose the existence of this Agreement or content of any of terms of the transaction, such Party (the “Disclosing Party”) shall provide the other Party with prompt written notice of that fact and shall consult with the other Party regarding such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required.

None of the Parties shall, at any time, issue orPublicity. Neither Party shall make any reports, statementspublic announcement concerning, or releases to the publicotherwise publicly disclose, any information with respect to this Agreementor the transactions contemplated herebyby this Agreement or thereby,any of the terms and conditions hereof without the prior written consent of the other Parties,Party, which consent shall not be unreasonably withheldwithheld, conditioned or delayed. Notwithstandingdelayed, provided, however, that either Party shall maintain the foregoing,right to make any public disclosure concerning the transactions contemplated hereby that in the event that any Party is requestedopinion of such Party's counsel may be required by applicable Law or becomes legally compelled (including without limitation any reports or filings required to be made with the SEC) to disclose the existence of this Agreement or contentrules of any of terms of the transaction,stock exchange or interdealer quotation service on or through which such Party (the “Disclosing Party”) shall provide the other Party with prompt written notice of that fact and shall consult with the other Party regarding such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required. Party's or its Affiliates' securities trade.

NonePUBLIC DISCLOSURE: Without the prior written consent of the Parties shall, at any time, issue orother, which written consent will not be unreasonably withheld, no party to this Agreement will, and will each cause their respective representatives not to, make any reports, statements or releasesrelease to the press or other public disclosure with respect to this Agreementoreither the fact that discussions or negotiations have taken place concerning the transactions contemplated herebyby this Agreement, the existence or thereby, without the consent of the other Parties, which consent shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, in the event that any Party is requested or becomes legally compelled (including without limitation any reports or filings required to be made with the SEC) to disclose the existencecontents of this Agreement or content of any of terms of the transaction,prior correspondence relating to this transactions contemplated by this Agreement, except for such Party (the “Disclosing Party”) shall provide the other Party with prompt written notice of that fact and shall consult with the other Party regarding such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required. public disclosure as may be necessary.

None of the Parties shall, at(or any time,of their respective Affiliates) shall issue or makecause the publication of any reports, statementspress release or releases to the publicother internal or external announcement with respect to this AgreementorAgreement or the transactions contemplated hereby or thereby,Transactions without theprior written consent of the other Parties, which(which consent shall not be unreasonably withheldwithheld, delayed, or delayed. Notwithstanding the foregoing, in the event thatconditioned), except as may be required by Applicable Law or by any Party is requestedlisting agreement with a national securities exchange or becomes legally compelled (including without limitation any reports or filings required to be made with the SEC) to disclose the existence of this Agreement or content of any of terms of the transaction, such Party (the “Disclosing Party”) shall providetrading market and then only after the other Party with prompt written notice of that facthas been afforded a reasonable opportunity to review and shall consult withcomment on the other Party regarding such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required. same.

None10.1Publicity. In the event either party proposes to issue any press release or public announcement concerning any provisions of this Agreement or the Parties shall, attransactions contemplated hereby, such party shall so advise the other party hereto, and the parties shall thereafter use their reasonable best efforts to cause a mutually agreeable release or announcement to be issued. Neither party will publicly disclose or divulge any time, issueprovisions of this Agreement or make any reports, statements or releases to the public with respect to this Agreementor the transactions contemplated hereby or thereby, without the consentother parties’ written consent, except as may be required by applicable law (including applicable SEC rules and regulations) or stock exchange regulation; provided that, prior to disclosure of the other Parties, which consent shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, in the event that any Party is requested or becomes legally compelled (including without limitation any reports or filings required to be made with the SEC) to disclose the existenceprovision of this Agreement to any governmental agency or contentstock exchange, the parties shall cooperate to seek confidential treatment or other applicable limitations on the public availability of any of termsinformation that either of the transaction, such Party (the “Disclosing Party”) shall provide the other Party with prompt written notice of that fact and shall consult with the other Party regarding such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required. parties considers sensitive or confidential.

None of the Parties shall, at any time, issueSection # Publicity. Each Party agrees that no public release or make any reports, statements or releases to the public with respect to this Agreementorannouncement concerning the transactions contemplated hereby shall be issued by either Party or thereby,its Affiliates without the prior consent of the other Parties, whichParty (which consent shall not be unreasonably withheldwithheld, delayed or delayed. Notwithstandingconditioned), except as such release or announcement may be required by Law or the foregoing,rules or regulations of any securities exchange, in which case the event that any Party is requested or becomes legally compelled (including without limitation any reports or filings required to be made withmake the SEC)release or announcement shall, to disclose the existence of this Agreement or content of any of terms of the transaction, such Party (the “Disclosing Party”) shall provideextent practicable, allow the other Party with prompt written noticereasonable time to comment on such release or announcement in advance of that fact and shall consult with the other Party regarding such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required. issuance.

NoneUnless required by applicable law or regulatory authority, none of the Parties shall, atwill issue any time, issuereport, statement or make any reports, statements or releasespress release to the publicgeneral public, to the general trade or trade press, or to any third-party (other than its advisors and representatives in connection with respect to this Agreementor the transactions contemplated herebyhereby) or thereby, without the consent of the other Parties, which consent shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, in the event thatfile any Party is requested or becomes legally compelled (including without limitation any reports or filings requireddocument, relating to be made with the SEC) to disclose the existence of this Agreement or contentand the transactions contemplated hereby, except as may be mutually agreed by the Parties. Copies of any of terms ofsuch filings, public announcements or disclosures, including any announcements or disclosures mandated by law or regulatory authorities, shall be delivered to each Party at least one (1) business day prior to the transaction, such Party (the “Disclosing Party”) shall provide the other Party with prompt written notice of that fact and shall consult with the other Party regarding such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required. release thereof.

None ofNo Party hereto shall, and each shall cause their respective Representatives not to, disclose, make or issue, any statement or announcement concerning this Agreement or the Parties shall, at any time, issueAncillary Documents or make any reports, statements or releases to the public with respect to this Agreementor the transactions contemplated hereby or thereby,thereby (including the terms, conditions, status or other facts with respect thereto) to any third parties (other than its Representatives who need to know such information in connection with carrying out or facilitating the transactions contemplated hereby) without the prior written consent of the other Parties, whichparties (such consent shall not to be unreasonably withheldwithheld, delayed or delayed. Notwithstanding the foregoing,conditioned), except # in the event that any Party is requestedcase of the Company or becomes legally compelled (including without limitation any reports or filingsthe Sellers, as required to be madeby applicable Law after conferring with Buyer concerning the SEC) to disclose the existence of this Agreement ortiming and content of any of terms of the transaction, such Party (the “Disclosing Party”) shall provide the other Party with prompt written notice of that fact and shall consult with the other Party regarding suchrequired disclosure, and # in any event, the Disclosing Party shall furnish only that portioncase of the information that is legally required. Buyer, as may be required of Buyer or its Affiliates by applicable Law or securities listing or trading requirement.

NoneEach Party shall receive the prior consent, not to be unreasonably withheld, of the Parties shall, atother Party prior to issuing or permitting any time, issuedirector, officer, employee or makeagent to issue, any reports, statementspress release or releases to the publicother written statement with respect to this AgreementorAgreement or the transactions contemplated hereby or thereby, without the consent of the other Parties, which consent shall not be unreasonably withheld or delayed.hereby. Notwithstanding the foregoing, in the event that anyif a Party is requested or becomes legally compelled (including without limitationrequired by Applicable Laws to make any reports or filings requireddisclosure relating to the transactions contemplated herein, such disclosure may be made with the SEC)made, but that Party shall use reasonable commercial efforts to disclose the existence of this Agreement or content of any of terms of the transaction, such Party (the “Disclosing Party”) shall provide the other Party with prompt written notice of that fact and shall consult with the other Party regardingas to the wording of such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required. disclosure prior to its being made.

NoneSection # Publicity. No party shall cause the publication of the Parties shall, at any time, issuepress release or make any reports, statements or releases to the publicother announcement with respect to this AgreementorAgreement or the transactions contemplated hereby or thereby, without the consent of the other Parties, which consent shall not be unreasonably withheldparties, unless a press release or delayed. Notwithstandingannouncement is required by law. If any such announcement or other disclosure is required by law, the foregoing, indisclosing party agrees to give the event that any Party is requested or becomes legally compelled (including without limitation any reports or filings requirednon-disclosing parties prior notice and an opportunity to be made withcomment on the SEC) to disclose the existence of this Agreement or content of any of terms of the transaction, such Party (the “Disclosing Party”) shall provide the other Party with prompt written notice of that fact and shall consult with the other Party regarding such disclosure, and in any event, the Disclosing Party shall furnish only that portion of the information that is legally required. proposed disclosure.

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