Insider Selling. No Restricted Stockholders (as defined below) may sell any shares of Common Stock in the public market prior to the earlier of 24 months from the Closing Date or the Restriction Termination Date; provided, however, that if any Restricted Stockholder who is a director (and not an executive officer of the Company) shall cease to be a director, such Person may sell not more than a total of 50,000 shares of Common Stock in the public market during the period set forth in this sentence, provided further that this restriction shall only apply for so long as that the Investors continue to beneficially own in the aggregate at least 25% of Series A Preferred Sock or the Common Stock issued thereunder. “Restricted Stockholders” shall mean any Person who is an officer, director or Affiliate of the Company on the date hereof or who becomes an officer or director of the Company subsequent to the Closing Date. Without limiting the generality of the foregoing, the Restricted Stockholders shall not, directly or indirectly, offer to sell, grant an option for the purchase or sale of, transfer, pledge assign, hypothecate, distribute or otherwise encumber or dispose of any securities in the Company in a transaction which is not in the public market unless the transferee agrees to be bound by the provisions of this Section 6.16. The Company shall require any newly elected officer or director to agree to the restriction set forth in this Section 6.16. Axxxxx Xxxxxx Wxxxxx and the Investors shall not be considered Restricted Stockholders. The restrictions in this Section 6.16 shall not apply to shares issued pursuant to a stock option or long-term incentive plans which may be approved by the Board of Directors or Compensation Committee provided that the Board of Directors or such committee, as the case may be, is comprised of a majority of independent directors.
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Samples: Securities Purchase Agreement (Deli Solar (USA), Inc.), Securities Purchase Agreement (Deli Solar (USA), Inc.)
Insider Selling. No Restricted Stockholders (as defined below) may sell any shares of Common Stock in the public market prior to the earlier of 24 18 months from the Closing Date or the Restriction Termination Date; provided, however, that if any Restricted Stockholder who is a director (and not an executive officer of the Company) Company shall cease to be a director, such Person may sell not more than a total of 50,000 shares of Common Stock in the public market during the period set forth in this sentence, provided further that this restriction shall only apply for so long as that the Investors continue to beneficially own in the aggregate at least 25% of Series A Preferred Sock or the Common Stock issued thereunder. “Restricted Stockholders” Stockholders shall mean any Person who is an officer, director or Affiliate of the Company on the date hereof or who becomes an officer or director of the Company subsequent to the Closing Date. Without limiting the generality of the foregoing, the Restricted Stockholders shall not, not to directly or indirectly, indirectly offer to sell, grant an option for the purchase or sale of, transfer, pledge assign, hypothecate, distribute or otherwise encumber or dispose of any securities in the Company in a transaction which is not in the public market unless the transferee agrees to be bound by the provisions of this Section 6.166.11. The Company shall require any newly elected officer or director to agree to the restriction set forth in this Section 6.166.11. Axxxxx Xxxxxx Wxxxxx Xxxxxx Xxxxxx and the Investors Buyers shall not be considered Restricted Stockholders. The restrictions in this Section 6.16 6.12 shall not apply to shares issued pursuant to a stock option or long-term incentive plans which may be approved by the Board of Directors or Compensation Committee provided that the Board of Directors or such committee, as the case may be, committee is comprised of a majority of independent directors.
Appears in 1 contract
Samples: Securities Purchase Agreement (Biostar Pharmaceuticals, Inc.)
Insider Selling. No Restricted Stockholders (as defined below) may Stockholder can sell any shares of Common Stock in the public market prior to during the earlier of 24 months from eighteen (18) month period following the Closing Date or the Restriction Termination Date; provided, however, that if any Restricted Stockholder who is a director after twelve (and 12) months from the Closing Date, Xxxx Xxxx shall not an executive officer of the Company) shall cease be deemed to be a Restricted Stockholder as long as he is not an officer or director, such Person may sell not more than . Any shares owned by a total limited liability company which is wholly-owned or controlled by Xxxx Xxxx shall be treated as shares owned by Xxxx Xxxx and subject to the same restrictions as Xxxx Xxxx. Restricted Stockholders shall include all persons who are officers and directors of 50,000 the Company and all stockholders who hold shares of Common Stock in the public market during the period set forth in this sentence, provided further that this restriction shall only apply for so long as that the Investors continue to beneficially own in the aggregate at least 25% of Series A Preferred Sock or the Common Stock issued thereunder. “Restricted Stockholders” shall mean any Person who is an officer, director or Affiliate a result of the Company on the date hereof or who becomes an officer or director Exchange of the Company subsequent to the Closing Date. Without limiting the generality of the foregoing, the Restricted Stockholders shall not, directly or indirectly, offer to sell, grant an option for the purchase or sale of, transfer, pledge assign, hypothecate, distribute or otherwise encumber or dispose of any securities in the Company in a transaction which is not in the public market unless the transferee agrees to be bound by the provisions of this Section 6.16Shares. The Company shall require any newly elected officer or director to agree to the restriction set forth contained in this Section 6.166.16 shall apply to any transferee, including any legatee or distribute. Axxxxx Xxxxxx Wxxxxx Xxxxxx Xxxxxx and the Investors shall not be considered Restricted Stockholders; provided, that any Investor who would be considered a Restricted Stockholder but for his being an Investor shall be a Restricted Stockholder only with respect to his shares of Common Stock which were not acquired in his capacity as an Investor pursuant to this Agreement. The restrictions in this Section 6.16 shall not apply to shares issued pursuant to a stock option or long-term incentive plans which may be approved by the Board of Directors or Compensation Committee provided that the Board of Directors or such committee, as the case may be, committee is comprised of a majority of independent directors.
Appears in 1 contract
Samples: Securities Purchase Agreement (Jordan 1 Holdings Co)
Insider Selling. No Restricted Stockholders (as defined below) may sell any shares of Common Stock in the public market prior to the earlier of 24 18 months from the Closing Date or the Restriction Termination Date; provided, however, that if any Restricted Stockholder who is a director (and not an executive officer of the Company) Company shall cease to be a director, such Person may sell not more than a total of 50,000 shares of Common Stock in the public market during the period set forth in this sentence, provided further that this restriction shall only apply for so long as that the Investors continue to beneficially own in the aggregate at least 25% of Series A Preferred Sock or the Common Stock issued thereunder. “Restricted Stockholders” Stockholders shall mean any Person who is an officer, director or Affiliate of the Company on the date hereof or who becomes an officer or director of the Company subsequent to the Closing Date. Without limiting the generality of the foregoing, the Restricted Stockholders shall not, not to directly or indirectly, indirectly offer to sell, grant an option for the purchase or sale of, transfer, pledge assign, hypothecate, distribute or otherwise encumber or dispose of any securities in the Company in a transaction which is not in the public market unless the transferee agrees to be bound by the provisions of this Section 6.166.10. The Company shall require any newly elected officer or director to agree to the restriction set forth in this Section 6.166.10. Axxxxx Xxxxxx Wxxxxx Xxxxxx Xxxxxx and the Investors Buyers shall not be considered Restricted Stockholders. The restrictions in this Section 6.16 6.10 shall not apply to shares issued pursuant to a stock option or long-term incentive plans which may be approved by the Board of Directors or Compensation Committee provided that the Board of Directors or such committee, as the case may be, committee is comprised of a majority of independent directors.
Appears in 1 contract
Samples: Securities Purchase Agreement (China Power Equipment, Inc.)
Insider Selling. No Restricted Stockholders (as defined below) may sell any shares of Common Stock in the public market prior to the earlier of 24 27 months from the Closing Date or the Restriction Termination Date; provided, however, that if any Restricted Stockholder who is a director (and not an executive officer of the Company) Company shall cease to be a director, such Person may sell not more than a total of 50,000 shares of Common Stock in the public market during the period set forth in this sentence, provided further that this restriction shall only apply for so long as that the Investors continue to beneficially own in the aggregate at least 25% of Series A Preferred Sock or the Common Stock issued thereunder. “Restricted Stockholders” Stockholders shall mean any Person who is an officer, director or Affiliate of the Company on the date hereof or who becomes an officer or director of the Company subsequent to the Closing Date. Without limiting the generality of the foregoing, the Restricted Stockholders shall not, not to directly or indirectly, indirectly offer to sell, grant an option for the purchase or sale of, transfer, pledge assign, hypothecate, distribute or otherwise encumber or dispose of any securities in the Company in a transaction which is not in the public market unless the transferee agrees to be bound by the provisions of this Section 6.16. The Company shall require any newly elected officer or director to agree to the restriction set forth in this Section 6.16. Axxxxx Xxxxxx Wxxxxx Xxxxxx Xxxxxx and the Investors shall not be considered Restricted Stockholders. The restrictions in this Section 6.16 shall not apply to shares issued pursuant to a stock option or long-term incentive plans which may be approved by the Board of Directors or Compensation Committee provided that the Board of Directors or such committee, as the case may be, committee is comprised of a majority of independent directors.
Appears in 1 contract
Insider Selling. No Restricted Stockholders (as defined below) may sell any shares of Common Stock in the public market prior to the earlier of 24 27 months from the Closing Date or the Restriction Termination Date; provided, however, that if any Restricted Stockholder who is a director (and not an executive officer of the Company) Company shall cease to be a director, such Person may sell not more than a total of 50,000 shares of Common Stock in the public market during the period set forth in this sentence, provided further that this restriction shall only apply for so long as that the Investors continue to beneficially own in the aggregate at least 25% of Series A Preferred Sock or the Common Stock issued thereunder. “Restricted Stockholders” Stockholders shall mean any Person who is an officer, director or Affiliate of the Company on the date hereof or who becomes an officer or director of the Company subsequent to the Closing Date. Without limiting the generality of the foregoing, the Restricted Stockholders shall not, not to directly or indirectly, indirectly offer to sell, grant an option for the purchase or sale of, transfer, pledge assign, hypothecate, distribute or otherwise encumber or dispose of any securities in the Company in a transaction which is not in the public market unless the transferee agrees to be bound by the provisions of this Section 6.16. The Company shall require any newly elected officer or director to agree to the restriction set forth in this Section 6.16. Axxxxx Xxxxxx Wxxxxx Xxxxxx Xxxxxx and the Investors shall not be considered Restricted Stockholders. The restrictions in this Section 6.16 shall not apply to shares issued pursuant to a stock option or long-term incentive plans which may be approved by the Board of Directors or Compensation Committee provided that the Board of Directors or such committee, as the case may be, committee is comprised comprises of a majority of independent directors.
Appears in 1 contract
Samples: Securities Purchase Agreement (China Education Alliance Inc.)
Insider Selling. No Restricted Stockholders (as defined below) may sell any shares of Common Stock in the public market prior to the earlier of 24 27 months from the Closing Date or the Restriction Termination Date; provided, however, that if any Restricted Stockholder who is a director (and not an executive officer of the Company) Company shall cease to be a director, such Person may sell not more than a total of 50,000 shares of Common Stock in the public market during the period set forth in this sentence; and provided further, provided further that this restriction shall only apply that, commencing one year from the Closing Date and for so long as that the Investors continue to beneficially own in balance of the aggregate at least 2527 month period, Xx Xxx, Zhao Xx Xxxx and Xxxxxx International Capital Investment Limited may sell, on a non-cumulative basis, 10% of Series A Preferred Sock or the shares of Common Stock issued thereunderper month then owned by such Person. “Restricted Stockholders” Stockholders shall mean any Person who is an officer, director or Affiliate of the Company on the date hereof or who becomes an officer or director of the Company subsequent to the Closing Date. Without limiting the generality of the foregoing, the Restricted Stockholders shall not, not to directly or indirectly, indirectly offer to sell, grant an option for the purchase or sale of, transfer, pledge assign, hypothecate, distribute or otherwise encumber or dispose of any securities in the Company in a transaction which is not in the public market unless the transferee agrees to be bound by the provisions of this Section 6.16. The Company shall require any newly elected officer or director to agree to the restriction set forth in this Section 6.16. Axxxxx Xxxxxx Wxxxxx Xxxxxx Xxxxxx and the Investors shall not be considered Restricted Stockholders. The restrictions in this Section 6.16 shall not apply to shares issued pursuant to a stock option or long-term incentive plans which may be approved by the Board of Directors or Compensation Committee provided that the Board of Directors or such committee, as the case may be, committee is comprised of a majority of independent directors.
Appears in 1 contract
Samples: Securities Purchase Agreement (Capital Solutions I, Inc.)