Common use of SEC Filing Clause in Contracts

SEC Filing. On or before 5:30 p.m., New York time, on January 22, 2025, the Company shall file a Current Report on Form 8-K describing all the material terms of the transactions contemplated by this Agreement in the form required by the Exchange Act and attaching the form of this Agreement (including all attachments, the “8-K Filing”). After the issuance of the 8-K Filing, the Company shall have disclosed all material, non-public information (if any) delivered to the Warrant Holder by the Company, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by this Agreement. In addition, effective upon the filing of the 8-K Filing, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement with respect to the transactions contemplated by this Agreement or as otherwise disclosed in the 8-K Filing, whether written or oral, between the Company, any of its subsidiaries or any of their respective officers, directors, affiliates, employees or agents, on the one hand, and any of the Warrant Holder or any of their affiliates, on the other hand, shall terminate. Neither the Company, its subsidiaries nor the Warrant Holder shall issue any other press releases or any other public statements with respect to the transactions contemplated hereby; provided, however, the Company shall be entitled, without the prior approval of the Warrant Holder, to make a press release or other public disclosure with respect to such transactions (i) in substantial conformity with the 8-K Filing and contemporaneously therewith or (ii) as is required by applicable law and regulations.

SEC Filing. On or before 5:30 p.m., New York time, on January 22, 2025the first (1st) trading day following the date hereof, the Company shall issue a press release and file a Current Report on Form 8-K describing all the material terms of the transactions contemplated by this Agreement in the form required by the Exchange Act and attaching the form of this Agreement (including all attachments, the “8-K Filing”). After the issuance of the 8-K Filing, the Company shall have disclosed all material, non-public information (if any) delivered to the Warrant Holder by the Company, or any of their respective officers, directors, employees or agents in connection with the transactions contemplated by this Agreement. In addition, effective upon the filing of the 8-K Filing, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement with respect to the transactions contemplated by this Agreement or as otherwise disclosed in the 8-K Filing, whether written or oral, between the Company, any of its subsidiaries or any of their respective officers, directors, affiliates, employees or agents, on the one hand, and any of the Warrant Holder or any of their affiliates, on the other hand, shall terminate. Neither the Company, its subsidiaries nor the Warrant Holder shall issue any other press releases or any other public statements with respect to the transactions contemplated hereby; provided, however, the Company shall be entitled, without the prior approval of the Warrant Holder, to make a press release or other public disclosure with respect to such transactions (i) in substantial conformity with the 8-K Filing and contemporaneously therewith or (ii) as is required by applicable law and regulations. Without the prior written consent of the Warrant Holder (which may be granted or withheld in the Warrant Holder’s sole discretion), except as required by applicable law, the Company shall not (and shall cause each of its Subsidiaries and affiliates to not) disclose the name of the Warrant Holder in any filing, announcement, release or otherwise.

SEC Filing. On At or before 5:30 p.m., prior to 8:30 a.m. (New York City time, ) on January 22, 2025the first (1st) Business Day following the date of this Amendment, the Company Borrower shall file a Current Report on Form 8-K with the SEC describing all the material terms of the transactions contemplated by this Agreement in Amendment and the form required by the Exchange Act ABL Amendment and attaching the form of including as exhibits to such Form 8-K this Agreement Amendment (including all attachmentsthe exhibits and other documents attached hereto and thereto) and any related documents (such Form 8-K, the “Announcing Facility Amendment Form 8-K FilingK”). After the issuance of the 8-K Filing, the Company shall have disclosed all material, ) disclosing any other presently material non-public information (if any) delivered provided or made available to the Warrant Holder by the Company, any Secured Party (or any of their respective officers, directors, employees such Secured Party’s agents or agents in connection with the transactions contemplated by this Agreement. In addition, effective upon representatives) on or prior to the filing of the Announcing Facility Amendment Form 8-K Filing, the Company acknowledges and agrees that any and all confidentiality or similar obligations under any agreement with respect K. Subject to the transactions contemplated by this Agreement or as otherwise disclosed in the 8-K Filingforegoing, whether written or oral, between the Company, any of its subsidiaries or any of their respective officers, directors, affiliates, employees or agents, on the one hand, and any of the Warrant Holder or any of their affiliates, on the other hand, shall terminate. Neither the Company, its subsidiaries nor the Warrant Holder shall no Loan Party will issue any other press releases or any other public statements with respect to the transactions contemplated herebyby this Amendment or the ABL Amendment or disclosing the name of any Secured Party; provided, however, that the Company shall Borrower will be entitled, without the prior approval of the Warrant Holderany Secured Party, to make a any press release or other public disclosure with respect to such transactions (i) in substantial conformity with the Announcing Facility Amendment Form 8-K Filing and contemporaneously therewith or and (ii) as is required by applicable law Applicable Law and regulationsregulations (provided that each Secured Party will be consulted by the Borrower in connection with any such press release or other public disclosure prior to its release and will be provided with a copy thereof by the Borrower other than filings required by the Exchange Act to be made with the SEC, which Borrower may make without such consultation or notice). From and after the Borrower’s filing of the Announcing Facility Amendment Form 8-K, no Secured Party shall be in possession of any material nonpublic information received from the Borrower, any other Loan Party or any of their Subsidiaries or Affiliates or any of its or their respective officers, directors, employees, attorneys, representatives or agents. Notwithstanding anything contained in this Amendment to the contrary and without implication that the contrary would otherwise be true, after giving effect to the filing of the Announcing Facility Amendment Form 8-K, the Borrower expressly acknowledges and agrees that no Secured Party shall have any duty of trust or confidence with respect to, or duty not to trade in any securities on the basis of, any information regarding the Borrower that is otherwise possessed (or continued to be possessed) by any Secured Party as a result of a breach of any of the covenants set forth in this Section 5.