Each party agrees to maintain in confidence through the Closing, unless otherwise required by applicable law, reporting requirements or accounting or auditing standards to disclose, all material and information received from the other party or otherwise regarding the Properties and the other matters which are the subject of this Agreement. In the event this Agreement is terminated, the Partnership shall promptly return or destroy all materials delivered to such party by the other parties. The Contributors and the Partnership agree that none of them, without the prior written consent of the other, shall publicly or privately reveal any information relating to the existence or terms and conditions of the transactions contemplated hereby, except as permitted below in this Section. The Contributors and the Partnership further agree that nothing in this Section shall prevent any of them from disclosing or accessing any information otherwise deemed confidential under this Section to its respective agents, employees, counsel and other third parties to the extent reasonably necessary to perform due diligence and complete the transactions contemplated hereby. Notwithstanding anything to the contrary contained herein, the Partnership shall have the sole right to determine the form, timing and substance of, and to issue, all publicity concerning the transactions contemplated by this Agreement. Prior to the Closing, any release to the public of information with respect to the transfer contemplated herein or any matters set forth in this Agreement will be made only in the form mutually approved by the Partnership and the Contributors. In addition, following the Closing, the Contributors shall not issue a press release or otherwise communicate with media representatives regarding the transactions contemplated by this Agreement unless such release or communication has received the prior written approval of the Partnership, such consent not to be unreasonably withheld or denied if the substance of the release or communication is factual. Notwithstanding the foregoing, nothing set forth in this Section 11.1 shall preclude or be deemed to preclude a party from making (and a party may make) such disclosures as may be required pursuant to law or the order, decree, policy or rule of any court, regulatory or administrative authority or body, and the form of such disclosure shall not be subject to this Section 11.1 . The provisions of this Section 11.1 shall survive any termination of this Agreement. Notwithstanding anything to the contrary set forth in this Section 11.1 , at any time, the Partnership, the Contributors and their affiliates may make such filings and disclosures with the SEC as are required (in such party’s good faith judgment and based upon the advice of outside counsel) in connection with the matters contemplated by this Agreement including, without limitation, any Form 8-K filing requirement of the Company and/or the Partnership in connection herewith. The parties acknowledge that the Company expects to file a Form 8-K on both the Effective Date and at Closing, and also expects to file this Agreement in its first quarterly report required by the SEC subsequent to the Effective Date.