No-Trade Sample Clauses

No-Trade. Consultant acknowledges that it may be in possession of material nonpublic information which is considered to be any information concerning the Company that is both (i) material (meaning the average investor would want to know such information before deciding whether to buy, sell or hold securities of the Company, or, in other words, information that could affect the market price of Company securities); and (ii) nonpublic (meaning the information has not been disclosed in the Company’s filings with the SEC or in a press release issued by the Company that has been broadly disseminated to the investing public). Information is not considered public until the second business day after such disclosure in an SEC filing or press release. If such material nonpublic information is disclosed to the public, Consultant may not trade in Company securities until the second business day after such disclosure (i.e., the second day after the applicable SEC filing or press release). The prohibition on trading while in possession of material nonpublic information continues for as long as any information Consultant has is both material and nonpublic and can continue even after Consultant’s engagement with the Company has terminated.
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No-Trade. The Consultant acknowledges that he may receive information of the Company during the course of providing the Services to the Company that is material, non- public information concerning the Company and the Consultant further acknowledges and agrees that he shall not trade in securities of the Company while possessing such material, non-public information of the Company. The Consultant hereby agrees to comply with all applicable federal and state securities laws with respect to trading in securities of the Company. federal and state securities laws with respect to trading in securities of the Company.
Sample 1
No-Trade. 10.1 Subject to Section 10.3 below, as of the date hereof and until the end of the Lock-up Period the Sellers and wholly owned affiliates thereof shall not deal in the Company's securities (including without limitation the Remaining Shares) in any way without Purchaser's prior written consent.
Sample 1
No-Trade. Each of the members of the SCS Group acknowledges that it may be in possession of material nonpublic information which is considered to be any information concerning RCAR that is both (i) material (meaning the average investor would want to know such information before deciding whether to buy, sell or hold securities of RCAR, or, in other words, information that could affect the market price of RCAR securities); and (ii) nonpublic (meaning the information has not been disclosed in RCAR's filings with the United States Securities and Exchange Commission (the “SEC”) or in a press release issued by RCAR that has been broadly disseminated to the investing public). Information is not considered public until the second business day after such disclosure in a SEC filing or press release. If such material nonpublic information is disclosed to the public, any member of the SCS Group having knowledge of such information may not trade in RCAR securities until the second business day after such disclosure (i.e., the second day after the applicable SEC filing or press release). The prohibition on trading while in possession of material nonpublic information continues for as long as any information each of the members of the SCS Group has is both material and nonpublic and can continue even after SCS’s engagement as a consultant to RCAR has terminated.
Sample 1
No-Trade. SCS acknowledges that it may be in possession of material nonpublic information which is considered to be any information concerning the Company that is both (i) material (meaning the average investor would want to know such information before deciding whether to buy, sell or hold securities of the Company, or, in other words, information that could affect the market price of Company securities); and (ii) nonpublic (meaning the information has not been disclosed in the Company's filings with the Securities and Exchange Commission (“SEC”) or in a press release issued by the Company that has been broadly disseminated to the investing public). Information is not considered public until the second business day after such disclosure in a SEC filing or press release. If such material nonpublic information is disclosed to the public, consultant may not trade in the Company securities until the second business day after such disclosure (i.e., the second day after the applicable sec filing or press release). The prohibition on trading while in possession of material nonpublic information continues for as long as any information consultant has is both material and nonpublic and can continue even after consultant's engagement with the Company has terminated.
Sample 1
No-Trade. From the Share Issue Notice Date through Issue Reference Period, (i) the Subscriber shall not engage in any short sales or hedging transactions with respect to any of the New Common Shares to be issued on the succeeding Settlement Date through any trade of the Issuer’s Common Shares directly on the Market or any other market or exchange upon which Common Shares are then traded (except trades by the Subscriber’s affiliated banking and brokerage businesses on their own behalf and on behalf of their customers), and (ii) the Issuer shall not undertake any trade of the Issuer’s Common Shares directly on the Market or any other market or exchange upon which Common Shares are then traded.
Sample 1
No-Trade. You further agree that, without the prior written consent of the Company, until such time as any and all material non-public information contained in the Confidential Information has been disclosed publicly, neither Recipient nor any of your affiliates (as such term is defined in Rule 12b-2 of the Securities Exchange Act of 1934, as amended), acting alone or as part of a group, will: (a) acquire, propose, or offer to acquire, or agree to acquire, directly or indirectly, by purchase or otherwise, any securities or direct or indirect rights to acquire any securities of the Company other than through the direct issuance by the Company contemplated under the Discussions or (b) sell any securities or direct or indirect rights to sell any securities of the Company.
Sample 1
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Related to No-Trade

  • No Trading The Company acknowledges and agrees that it is aware, and that the Company’s Affiliates are aware (and each of their respective Representatives is aware or, upon receipt of any material nonpublic information of the Purchaser, will be advised) of the restrictions imposed by U.S. federal securities laws and the rules and regulations of the SEC and Nasdaq promulgated thereunder or otherwise (the “Federal Securities Laws”) and other applicable foreign and domestic Laws on a Person possessing material nonpublic information about a publicly traded company. The Company hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the Purchaser (other than to engage in the Merger in accordance with Article I), communicate such information to any third party, take any other action with respect to the Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

  • No Transfer You may not transfer your rights or obligations.

  • No Transfers Holder agrees that during the Voting Period it shall not, and shall cause its Affiliates not to, without the Purchaser’s prior written consent, (A) offer for sale, sell (including short sales), transfer, tender, pledge, encumber, assign or otherwise dispose of (including by gift) (collectively, a “Transfer”), or enter into any contract, option, derivative, hedging or other agreement or arrangement or understanding (including any profit-sharing arrangement) with respect to, or consent to, a Transfer of, any or all of the Shares; (B) grant any proxies or powers of attorney with respect to any or all of the Shares; (C) permit to exist any lien of any nature whatsoever (other than those imposed by this Agreement, applicable securities Laws or the Company’s Organizational Documents, as in effect on the date hereof) with respect to any or all of the Shares; or (D) take any action that would have the effect of preventing, impeding, interfering with or adversely affecting Holder’s ability to perform its obligations under this Agreement. The Company hereby agrees that it shall not permit any Transfer of the Shares in violation of this Agreement. Holder agrees with, and covenants to, the Purchaser that Holder shall not request that the Company register the Transfer (book-entry or otherwise) of any certificate or uncertificated interest representing any Shares during the term of this Agreement without the prior written consent of the Purchaser, and the Company hereby agrees that it shall not effect any such Transfer.

  • No Trust Nothing contained in this Agreement and no action taken pursuant to the provisions of this Agreement shall create or be construed to create a trust of any kind, or a fiduciary relationship between the Bank and Executive, Executive’s Beneficiary or any other person.

  • No Transfer of Shares Each of the Selling Shareholders, directly or indirectly, has not entered into any commitment, transaction or other arrangement, including any prepaid forward contract, 10b5-1 plan or similar agreement, which transfers or may transfer any of the legal or beneficial ownership or any of the economic consequences of ownership of the Selling Shareholder Shares to be sold by such Selling Shareholder hereunder, except as has been previously disclosed in writing to the Underwriter.

  • No Transfer of Assets Neither Seller nor its Related Persons will make any transfer of pension or other employee benefit plan assets to Buyer.

  • No Transferred Claims Executive represents and warrants to the Company that he has not heretofore assigned or transferred to any person not a party to this Agreement any released matter or any part or portion thereof.

  • No Nuisance Tenant shall conduct its business and control its agents, employees, invitees and visitors in such a manner as not to create any nuisance, or interfere with, annoy or disrupt any other tenant or Landlord in its operation of the Building or Project.

  • No Manipulation Counterparty is not entering into the Transaction to create actual or apparent trading activity in the Shares (or any security convertible into or exchangeable for the Shares) or to raise or depress or otherwise manipulate the price of the Shares (or any security convertible into or exchangeable for the Shares) or otherwise in violation of the Exchange Act.

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