No Other Sales. From the date hereof until the business day following the Closing Date, the Company will not, without the consent of the Representatives, offer or sell, or announce the offering of, any securities covered by the Registration Statement or any other debt securities issued or guaranteed by the Company and having a tenor of more than one year; provided, however, that the Company may, at any time, offer or sell or announce the offering of securities (i) covered by a registration statement on Form S-8 or (ii) covered by a registration statement on Form S-3, including the related base prospectus and any prospectus supplement, and pursuant to which affiliates of the Company offer securities of the Company in secondary market transactions.
No Other Sales. During any time that a Placement Notice is pending and is not the subject of a Placement Notice Withdrawal, the Company will not sell, offer to sell, contract or agree to sell, hypothecate, pledge, grant any option to sell, exchange or otherwise dispose of or agree to dispose of, directly or indirectly, any shares of the Common Stock or securities convertible into or exchangeable for exercisable for the Common Stock or warrants or other rights to purchase the Common Stock or any other securities of the Company that are substantially similar to the Common Stock or permit the registration under the Securities Act of any shares of the Common Stock, except for (A) the registration of the Securities and the sales through the Distribution Agents pursuant to this Agreement, (B) any shares of Common Stock issued by the Company upon the exercise of an option or warrant or the conversion of a security outstanding on the date hereof and referred to in the Prospectus, (C) any shares of Common Stock issued or options to purchase Common Stock granted pursuant to existing employee benefit plans of the Company or (D) any shares of Common Stock issued pursuant to any non-employee director stock plan, dividend reinvestment plan or stock purchase plan of the Company.
No Other Sales. Except as described in the Registration Statement, the Disclosure Package and the Prospectus, the Company has not sold, issued or distributed any shares of Common Stock or other securities of the Company during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulation D or S of, the Securities Act, other than shares issued pursuant to employee benefit plans, distribution reinvestment plans, qualified stock option plans or other employee compensation plans.
No Other Sales. Except as described in the Registration Statement or the Time of Sale Prospectus, the Company has not sold, issued or distributed any shares of Common Stock during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulation D or S of, the Securities Act.
No Other Sales. The Seller hereby covenants and agrees that it shall not sell or agree to sell, directly or indirectly, whether pursuant to Article 40 of the Articles of Association or otherwise, any of the Purchased Shares to any Major Shareholder or any other Person unless required to do so pursuant to the exercise by the Major Shareholder(s) of the Rights of First Refusal with respect to all of the Purchased Shares.
No Other Sales. The Company agrees that any offer to sell, any solicitation of an offer to buy, or any sales of Placement Shares shall only be effected by or through the Agents on any single given day in which sales could otherwise be made pursuant to a Placement Notice that is currently in effect; provided, however, that (1) the foregoing limitation shall not apply to (i) the exercise of any option, warrant, right or any conversion privilege set forth in the instrument governing such security or (ii) sales solely to employees or security holders of the Company or its Subsidiaries, or to a trustee or other person acquiring such securities for the accounts of such persons, and (2) such limitation shall not apply on any day during which no sales are made pursuant to this Agreement.
No Other Sales. Municipality may not enter into any sales, including non-firm sales, from any Unit to other utilities or any other third party.
No Other Sales. Except as described in the Registration Statement, the Pricing Disclosure Package and the Prospectus, the Company has not sold, issued or distributed any shares of Class A Common Stock or other securities of the Company during the six-month period preceding the date hereof, including any sales pursuant to Rule 144A under, or Regulation D or S of, the Securities Act, other than shares issued pursuant to employee benefit plans, dividend reinvestment plans, qualified stock option plans or other employee compensation plans or pursuant to outstanding options, rights or warrants or issued in connection with the Recapitalization (as defined in the Registration Statement).
No Other Sales. The Company will not, directly or indirectly, offer or sell any shares of Common Stock (other than Placement Shares offered pursuant to the provisions of this Agreement) or securities convertible into or exchangeable for, or any rights to purchase or acquire, Common Stock during the term of this Agreement without (i) giving JMP at least one business day prior notice (written, including, without limitation, email, or oral) specifying the nature of the proposed sale and the date of such proposed sale and (ii) suspending activity under this program for such period of time as may reasonably be determined by agreement of the Company and JMP; provided, however, that no such notice and suspension shall be required in connection with (i) the Company’s issuance or sale of shares of Common Stock or securities pursuant to any stock option, equity or benefits plan, stock ownership plan, or dividend reinvestment plan, as such plans may be amended, replaced or supplemented from time to time, (ii) the Company’s issuance or sale of Common Stock issuable upon conversion of securities or the exercise of warrants, options or other rights in effect or outstanding on the date hereof, (iii) the Operating Partnership’s issuance of units of partnership interest in the Operating Partnership (“Op Units”) in consideration for acquisitions of assets and (iv) the Company’s issuance of Common Stock (x) upon redemption of OP Units or upon exchange or conversion of any outstanding securities that have exchange or conversion rights or (ii) in payment of the incentive fee pursuant to the Management Agreement. Notwithstanding the foregoing, this paragraph (i) shall not apply during periods that the Company is neither selling Shares through JMP nor has requested JMP to sell Shares.
No Other Sales. Unless otherwise permitted by the provisions of this Agreement, for a period of two years after the date of this Agreement BP will not enter into an "option" or "put" arrangement with any third party to sell shares of AMBI Common Stock (or other securities convertible into or exercisable into AMBI Common Stock).
