Common use of Blackout Clause in Contracts

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen (15) or more days.

Appears in 23 contracts

Samples: Subscription Agreement (Blastgard International Inc), Subscription Agreement (Datascension Inc), Subscription Agreement (Renegade Venture Nev Corp)

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Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen twenty (1520) or more days.

Appears in 11 contracts

Samples: Subscription Agreement (Energy & Engine Technology Corp), Subscription Agreement (Hybrid Fuel Systems Inc), Subscription Agreement (Comprehensive Healthcare Solutions Inc)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement Registration Statement or causing an already effective registration statement Registration Statement to no longer be effective or current for a period of fifteen twenty (1520) or more daysdays in the aggregate.

Appears in 10 contracts

Samples: Subscription Agreement (Tube Media Corp.), Subscription Agreement (Voip Inc), Subscription Agreement (Diamond Entertainment Corp)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a such registration statement or Rule 144statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen (15) or more dayscurrent.

Appears in 8 contracts

Samples: Subscription Agreement (Universal Communication Systems Inc), Subscription Agreement (Tissera Inc), Subscription Agreement (Universal Communication Systems Inc)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, without regard to volume limitations, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen twenty (1520) or more days.

Appears in 8 contracts

Samples: Subscription Agreement (Globetel Communications Corp), Subscription Agreement (Quest Oil Corp), Subscription Agreement (Ibsg International Inc)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen ten (1510) or more daysconsecutive days nor more than twenty (20) days during any consecutive three hundred and sixty-five (365) day period.

Appears in 5 contracts

Samples: Subscription Agreement (China Media1 Corp.), Subscription Agreement (Sun New Media Inc.), Subscription Agreement (Conolog Corp)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of ten (10) or more consecutive days nor more than fifteen (15) or more daysdays during any consecutive three hundred and sixty-five (365) day period.

Appears in 5 contracts

Samples: Security Agreement (BioElectronics Corp), Subscription Agreement (BioElectronics Corp), Subscription Agreement (BioElectronics Corp)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen ten (1510) or more daysconsecutive days nor more than twenty (20) days in the aggregate during any consecutive three hundred and sixty-five (365) day period.

Appears in 2 contracts

Samples: Subscription Agreement (Gilder Enterprises Inc), Subscription Agreement (Novelos Therapeutics, Inc.)

Blackout. The Company undertakes and covenants that until the first to occur of (i) one hundred and eighty (180) business days after the end of the Exclusion PeriodActual Effective Date, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a said registration statement or Rule 144statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or statement, causing an already effective registration statement to no longer be effective or current for a period current, or require the filing of fifteen (15) or more daysan amendment to an already effective registration statement.

Appears in 2 contracts

Samples: Subscription Agreement (Family Room Entertainment Corp), Subscription Agreement (Family Room Entertainment Corp)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a such registration statement or Rule 144statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen ten (1510) or more days.

Appears in 2 contracts

Samples: Subscription Agreement (Isecuretrac Corp), Subscription Agreement (Isecuretrac Corp)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144144 except as described on Schedule 11.1 hereto, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen (15) or more days.

Appears in 2 contracts

Samples: Subscription Agreement (Diametrics Medical Inc), Subscription Agreement (SiVault Systems, Inc.)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen more than thirty (1530) consecutive days or more forty-five (45) days, in the aggregate, during any 365 day period.

Appears in 2 contracts

Samples: Subscription Agreement (Techedge Inc), Subscription Agreement (Techedge Inc)

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Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale sale, or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen (15) or more days.

Appears in 1 contract

Samples: Stock Purchase and Subscription Agreement (Free DA Connection Systems, Inc.)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Blackout Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a such registration statement or Rule 144statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current current, except for a period of fifteen (15the transactions described on SCHEDULE 9(O) or more dayshereto.

Appears in 1 contract

Samples: Subscription Agreement (International Card Establishment Inc)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen (15) or more days.

Appears in 1 contract

Samples: Subscription Agreement (One Voice Technologies Inc)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement Registration Statement or causing an already effective registration statement Registration Statement to no longer be effective or current for a period of fifteen (15) or more daysdays in the aggregate or seven consecutive days during any twelve month period.

Appears in 1 contract

Samples: Subscription Agreement (Aegis Assessments Inc)

Blackout. The Company undertakes and covenants that until the -------- first to occur of (i) the end of the Exclusion Period, or (ii) until all the Shares and Warrant Shares have Common Stock has been resold pursuant to a registration statement or Rule 144, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen (15) or more days.

Appears in 1 contract

Samples: Securities Purchase Agreement (Pathogenics, Inc.)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion PeriodPeriod defined in Section 11(a) hereof, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a such registration statement or Rule 144statement, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen (15) or more dayscurrent.

Appears in 1 contract

Samples: Subscription Agreement (Voip Inc)

Blackout. The Company undertakes and covenants that until the first to occur of (i) the end of the Exclusion Period, as defined in Section 9(n) hereof, or (ii) until all the Shares and Warrant Shares have been resold pursuant to a such registration statement or Rule 144, without regard to volume limitations, the Company will not enter into any acquisition, merger, exchange or sale or other transaction that could have the effect of delaying the effectiveness of any pending registration statement or causing an already effective registration statement to no longer be effective or current for a period of fifteen (15) or more dayscurrent.

Appears in 1 contract

Samples: Subscription Agreement (Airtrax Inc)

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