CONCERNING THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT, OR ANY
SUBSEQUENT TERMINATION OF THIS AGREEMENT, SHALL BE JOINTLY PLANNED AND
COORDINATED BY AND BETWEEN SELLING STOCKHOLDER, APOLLO, AND APOLLO LNG.
NO
PARTY SHALL ACT UNILATERALLY IN THIS REGARD WITHOUT THE PRIOR WRITTEN APPROVAL
OF THE OTHERS; PROVIDED, HOWEVER, THAT SUCH APPROVAL SHALL NOT BE UNREASONABLY
WITHHELD.
IT IS UNDERSTOOD THAT THIS PROVISION SHALL NEVER PREVENT ANY PARTY
FROM COMPLYING WITH ANY APPLICABLE PUBLIC DISCLOSURE REQUIREMENTS; PROVIDED,
HOWEVER, THAT NEITHER PARTY MAY DISCLOSE OR MAKE PUBLIC THE WORK PRODUCT OF ANY
CERTIFIED PUBLIC ACCOUNTANTS PROVIDING SERVICES FOR ANOTHER PARTY WITHOUT
PROVIDING SUCH CERTIFIED PUBLIC ACCOUNTANTS WITH THE OPPORTUNITY TO REVIEW,
COMMENT UPON, AND APPROVE ANY SUCH DISCLOSURE OR PUBLICATION.
10.15.
EXPENSES.
EACH PARTY TO THIS AGREEMENT SHALL PAY ALL
EXPENSES INCURRED BY IT OR ON ITS BEHALF IN CONNECTION WITH THE PREPARATION,
AUTHORIZATION, EXECUTION AND PERFORMANCE OF THIS AGREEMENT AND THE TRANSACTIONS
CONTEMPLATED HEREUNDER, INCLUDING BUT NOT LIMITED TO, ALL FEES AND EXPENSES OF
AGENTS, REPRESENTATIVES, COUNSEL, AND ACCOUNTANTS ENGAGED BY SUCH PARTY.
10.16.
CONFIDENTIALITY AGREEMENT.
THE PARTIES AGREE THAT THE
CONFIDENTIALITY AGREEMENT SHALL REMAIN IN FULL FORCE AND EFFECT, AND EACH PARTY
AGREES TO COMPLY WITH ITS TERMS AND CONDITIONS.
10.17.
DISCLOSURE SCHEDULES; INTERPRETATION.
ANY MATTER SET
FORTH IN A DISCLOSURE SCHEDULE SHALL BE DEEMED DISCLOSURE ALSO FOR PURPOSES OF
ANY OTHER SECTIONS OR DISCLOSURE SCHEDULES IN THIS AGREEMENT TO WHICH IT MAY
RELATE.
FAILURE TO PROVIDE A CROSS REFERENCE TO OTHER APPLICABLE SECTIONS
CONTAINED IN THE AGREEMENT OR DISCLOSURE SCHEDULES SHALL NOT, HOWEVER, BE
36
DEEMED A FAILURE TO DISCLOSE UNLESS A REASONABLE PERSON WOULD BE UNABLE TO
DETERMINE THAT THE DISCLOSURE CONTAINED IN SUCH SECTION OR DISCLOSURE
SCHEDULE CONTAINS ENOUGH INFORMATION TO QUALIFY OR OTHERWISE APPLY TO OTHER
REPRESENTATIONS, SECTIONS OR DISCLOSURE SCHEDULES CONTAINED IN THIS AGREEMENT.
10.18.
CONFIDENTIAL INFORMATION.
PRIOR TO THE CLOSING DATE AND
THEREAFTER IF THE CLOSING FAILS TO OCCUR, APOLLO AND APOLLO LNG AND THEIR
REPRESENTATIVES AND SELLING STOCKHOLDER AND HIS REPRESENTATIVES WILL HOLD IN
STRICT CONFIDENCE , ALL DATA AND INFORMATION OBTAINED REGARDING THE OTHER, THEIR
ASSETS, THE OPERATIONS, AND FINANCIAL STATUS OBTAINED IN CONNECTION WITH THIS
TRANSACTION AND THE TERMS OF THIS AGREEMENT.
EXCEPT AS MAY BE REQUIRED BY LAW
OR ANY GOVERNMENTAL AUTHORITY, OR TO OBTAIN ANY CONSENTS OR APPROVALS REQUIRED
BY THIS AGREEMENT, OR TO THEIR RESPECTIVE ATTORNEYS, ACCOUNTANTS, LENDERS,
INSURERS, UTILITY PROVIDERS AND CONSULTANTS, SELLING STOCKHOLDER, APOLLO AND
APOLLO LNG WILL NOT, WITHOUT THE PRIOR WRITTEN CONSENT OF THE OTHER PART(IES),
MAKE ANY DISCLOSURE TO THIRD PERSONS OR PARTIES OF THE TERMS OF THIS AGREEMENT
OR ANY OTHER MATTER RELATED TO THE TRANSACTIONS CONTEMPLATED BY THIS AGREEMENT.
APOLLO AND APOLLO LNG AND SELLING STOCKHOLDER WILL USE THEIR COMMERCIALLY
REASONABLE EFFORTS TO AVOID SUCH PUBLICITY IN ANY NEWSPAPER OR MAGAZINE, OR ON
ANY RADIO OR TELEVISION STATION, OR THROUGH ANY OTHER MEDIUM OF PUBLICATION.
10.19.
ENTIRE AGREEMENT.
THIS AGREEMENT CONSTITUTES THE ENTIRE
AGREEMENT BETWEEN THE PARTIES PERTAINING TO THE SUBJECT MATTER CONTAINED IN THIS
AGREEMENT.
ALL PRIOR AND CONTEMPORANEOUS AGREEMENTS,