Common use of No Trading Clause in Contracts

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.

Appears in 14 contracts

Sources: Merger Agreement (Global Blockchain Acquisition Corp.), Merger Agreement (Deep Medicine Acquisition Corp.), Merger Agreement (Industrial Tech Acquisitions II, Inc.)

No Trading. The Company Each of the Sellers acknowledges and agrees that it is aware, and that the Company’s their respective Affiliates are aware (and each of their respective Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserSPAC, 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 Sellers each hereby agrees agree that, while it such Seller is in possession of such material nonpublic information, it shall not purchase or sell any securities of the Purchaser SPAC (other than pursuant to engage in the Merger in accordance with Article ITransactions), communicate such information to any third party, take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 4 contracts

Sources: Business Combination Agreement (Trump Media & Technology Group Corp.), Business Combination Agreement (Yorkville Acquisition Corp.), Business Combination Agreement (Trump Media & Technology Group Corp.)

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 Mergers 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.

Appears in 3 contracts

Sources: Business Combination Agreement (Mars Acquisition Corp.), Business Combination Agreement (ScanTech AI Systems Inc.), Agreement and Plan of Merger (Benessere Capital Acquisition Corp.)

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 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.

Appears in 3 contracts

Sources: Merger Agreement (FutureTech II Acquisition Corp.), Merger Agreement (Lakeshore Acquisition II Corp.), Agreement and Plan of Merger (Lakeshore Acquisition I Corp.)

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 NYSE 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 Mergers 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.

Appears in 2 contracts

Sources: Business Combination Agreement (Colombier Acquisition Corp. Ii), Merger Agreement (Americas Technology Acquisition Corp.)

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 PurchaserSPAC, 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 SPAC (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 SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 2 contracts

Sources: Merger Agreement (Live Oak Acquisition Corp. V), Agreement and Plan of Merger (Melar Acquisition Corp. I/Cayman)

No Trading. The Company acknowledges and agrees that it is aware, and that the Company’s its 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)Purchaser, 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.

Appears in 2 contracts

Sources: Business Combination Agreement (American Resources Corp), Business Combination Agreement (AI Transportation Acquisition Corp)

No Trading. The Company Each Party acknowledges and agrees that it is aware, and that the Company’s its 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 Each Party 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.

Appears in 2 contracts

Sources: Merger Agreement (Genesis Growth Tech Acquisition Corp.), Merger Agreement (Edoc Acquisition Corp.)

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 non-public 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 non-public information about a publicly traded company. The Company hereby agrees that, while it is in possession of such material nonpublic non-public information, it shall not purchase or sell any securities of the Purchaser (other than to engage in the Merger in accordance with Article 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 knowingly encourage any third party to do any of the foregoing.

Appears in 2 contracts

Sources: Business Combination Agreement (ClimateRock), Business Combination Agreement (ClimateRock)

No Trading. The Company acknowledges and agrees that it is aware, and that the Company’s their respective 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 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)Purchaser, 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.

Appears in 2 contracts

Sources: Business Combination Agreement (AlphaVest Acquisition Corp.), Business Combination Agreement (TradeUP Global Corp)

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 the NYSE 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.

Appears in 2 contracts

Sources: Merger Agreement (Colombier Acquisition Corp.), Merger Agreement (Delwinds Insurance Acquisition Corp.)

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 Ithis Agreement), 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.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Pono Capital Two, Inc.), Merger Agreement (Pono Capital Two, Inc.)

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 Mergers 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.

Appears in 2 contracts

Sources: Agreement and Plan of Merger (Compass Digital Acquisition Corp.), Agreement and Plan of Merger (Compass Digital Acquisition Corp.)

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 NYSE 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.

Appears in 2 contracts

Sources: Merger Agreement (Megalith Financial Acquisition Corp), Merger Agreement (Customers Bancorp, Inc.)

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 PurchaserParent, 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 Parent (other than to engage in the Merger Mergers in accordance with Article Ithis Agreement), communicate such information to any third partyParty, take any other action with respect to the Purchaser Parent in violation of such Laws, or cause or encourage any third party Party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (DT Cloud Star Acquisition Corp)

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 NYSE 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.

Appears in 1 contract

Sources: Merger Agreement (Galileo Acquisition Corp.)

No Trading. The Company acknowledges and agrees that it is aware, and that the Company’s Affiliates are aware (and to the Knowledge of the Company each of their respective Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserParent, 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 Parent (other than to engage in the Merger Mergers in accordance with Article III hereof), communicate such information to any third party, take any other action with respect to the Purchaser Parent in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Merger Agreement (ChaSerg Technology Acquisition Corp)

No Trading. The Company acknowledges and agrees that it is aware, and that the Company’s its Affiliates are aware (and each of their respective its Representatives is aware or, upon receipt of any material nonpublic non-public information of the PurchaserSPAC, will be advised) of the restrictions imposed by U.S. federal securities laws 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 addressing the trading of securities while in possession of material nonpublic non-public information about a publicly traded companysuch securities or the issuer thereof. The Company hereby agrees that, while it is in possession of such material nonpublic non-public information, it shall not purchase or sell any securities of the Purchaser (other than to engage in the Merger in accordance with Article I)SPAC, communicate such information to any third partyparty (other than in connection with this Agreement, the Ancillary Documents and the Transactions), take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Athena Technology Acquisition Corp. II)

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 unless otherwise explicitly contemplated in the Merger in accordance with Article Ithis Agreement), 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.

Appears in 1 contract

Sources: Business Combination Agreement (Inflection Point Acquisition Corp.)

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 PurchaserSPAC, will be advised) of the restrictions imposed by U.S. federal securities laws and the rules and regulations of the SEC and Nasdaq the Stock Exchange 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 SPAC (other than to engage in the Merger Arrangement and the Amalgamation in accordance with Article ARTICLE I), communicate such information to any third party, take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Insight Acquisition Corp. /DE)

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 PurchaserKernel, 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 Kernel (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 Kernel in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Kernel Group Holdings, Inc.)

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 NYSE 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)Purchaser, 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.

Appears in 1 contract

Sources: Merger Agreement (Integrated Wellness Acquisition Corp)

No Trading. The Company acknowledges and agrees that it is aware, and that the Company’s its Affiliates are aware (and each of their respective its Representatives is aware or, upon receipt of any material nonpublic non-public information of the PurchaserSPAC, will be advised) ), of the restrictions imposed by U.S. federal securities laws 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 addressing the trading of securities while in possession of material nonpublic non-public information about a publicly traded companysuch securities or the issuer thereof. The Company hereby agrees that, while it is in possession of such material nonpublic non-public information, it shall not purchase or sell any securities of the Purchaser (other than to engage in the Merger in accordance with Article I)SPAC, communicate such information to any third partyparty (other than in connection with this Agreement, the Ancillary Documents and the Transactions), take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (FACT II Acquisition Corp.)

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 Mergers in accordance with Article IARTICLE 1), 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.

Appears in 1 contract

Sources: Merger Agreement (Denali Capital Acquisition Corp.)

No Trading. The Company Each Party acknowledges and agrees that it is aware, and that the Company’s its 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 NYSE American 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 Each Party 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.

Appears in 1 contract

Sources: Merger Agreement (First Light Acquisition Group, Inc.)

No Trading. The Company acknowledges Entities each acknowledge and agrees agree that it each of them is aware, and that the Company’s their respective Affiliates are aware (and each of their respective Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserSPAC, will be advised) of the restrictions imposed by U.S. federal securities laws and the rules and regulations of the SEC and Nasdaq NYSE 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 Entities each hereby agrees agree 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)SPAC, communicate such information to any third party, take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Soulpower Acquisition Corp.)

No Trading. The Company Intermediate acknowledges and agrees that it is aware, and that the Company’s its Affiliates are aware (and each of their respective its Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserMICT, 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 Intermediate 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)MICT, communicate such information to any third party, take any other action with respect to the Purchaser MICT in violation of such Laws, or cause or encourage any third party to do any of the foregoing, including, without limitation , Regulation M of such Federal Securities Laws.

Appears in 1 contract

Sources: Merger Agreement (MICT, Inc.)

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 ‎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.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Deep Medicine Acquisition Corp.)

No Trading. The Each Company acknowledges and agrees that it is aware, and that the such 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 Each 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 Mergers in accordance with Article 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.

Appears in 1 contract

Sources: Agreement and Plan of Merger (Pelican Acquisition Corp)

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 non-public information of the PurchaserSPAC, 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 non-public information about a publicly traded company. The Company hereby agrees that, while it is in possession of such material nonpublic non-public information, it shall not purchase or sell any securities of the Purchaser SPAC (other than to engage in the Merger Amalgamation in accordance with Article ISection 1.1), communicate such information to any third party, take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Pono Capital Three, Inc.)

No Trading. The Company acknowledges and agrees that it is aware, and that the Company’s its respective Affiliates are aware (and each of their respective Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserSPAC, will be advised) of the restrictions imposed by U.S. federal securities laws and the rules and regulations of the SEC and Nasdaq 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)SPAC, communicate such information to any third party, take any other action with respect to the Purchaser SPAC or Merger Sub in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Financial Strategies Acquisition Corp.)

No Trading. The Company acknowledges and agrees that it is aware, and that the Company’s its respective Affiliates are aware (and each of their its respective Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserSPAC, will be advised) of the restrictions imposed by U.S. federal securities laws and the rules and regulations of the SEC and Nasdaq 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)SPAC, communicate such information to any third party, take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Rosecliff Acquisition Corp I)

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, it shall cause its Subsidiaries not to, and it shall instruct its other Affiliates and Representatives not to, purchase or sell any securities of the Purchaser (other than to engage unless otherwise explicitly contemplated in the Merger in accordance with Article Ithis Agreement), 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.

Appears in 1 contract

Sources: Business Combination Agreement (Bleichroeder Acquisition Corp. I)

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 PurchaserSPAC, will be advised) of the restrictions imposed by U.S. federal securities laws and the rules and regulations of the SEC and Nasdaq 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 SPAC (other than to engage in the Merger Mergers in accordance with Article ‎Article I), communicate such information to any third party, take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Blue Acquisition Corp/Cayman)

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 PurchaserParent, 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 Parent (other than to engage in the Merger Mergers in accordance with Article I), communicate such information to any third party, take any other action with respect to the Purchaser Parent in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Merger Agreement (Forum Merger Corp)

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 PurchaserSPAC, will be advised) of the restrictions imposed by U.S. federal securities laws and the rules and regulations of the SEC and Nasdaq 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 SPAC (other than to engage in the Merger Mergers in accordance with Article I), communicate such information to any third party, take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Willow Lane Acquisition Corp.)

No Trading. The Company acknowledges Company, Merger Sub and agrees PubCo acknowledge and agree that it is aware, and that the Company’s Affiliates they are aware (and each of their respective Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserCatcha, will be advised) of the restrictions imposed by U.S. federal securities laws and the rules and regulations of the SEC and Nasdaq the stock exchanges 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 Company, Merger Sub and PubCo hereby agrees agree that, while it each is in possession of such material nonpublic information, it each shall not purchase or sell any securities of the Purchaser Catcha (other than to engage in the Merger Business Combination in accordance with Article Iherewith), communicate such information to any third party, take any other action with respect to the Purchaser Catcha in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Catcha Investment Corp)

No Trading. The Company Each Party acknowledges and agrees that it is aware, and that the Company’s its 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 Each Party hereby agrees that, while it is in possession of such material nonpublic informationinformation of Purchaser, it shall not purchase or sell any securities of the Purchaser (other than to engage in the Merger in accordance with Article I)violation of such Laws, communicate such information to any third partyparty without the consent of Purchaser, 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.

Appears in 1 contract

Sources: Merger Agreement (MTech Acquisition Corp)

No Trading. The Company acknowledges and agrees the Sellers each acknowledge and agree that it is aware, and that the Company’s their respective Affiliates are aware (and each of their respective Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserBuyer, 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 Each Seller Party each hereby agrees agree 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)Buyer, communicate such information to any third party, take any other action with respect to the Purchaser Buyer in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Share Exchange Agreement (ReTo Eco-Solutions, Inc.)

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 PurchaserParent, 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 Parent (other than to engage in the Merger Mergers in accordance with Article IARTICLE II), communicate such information to any third party, take any other action with respect to the Purchaser Parent in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Agreement and Plan of Merger (FutureTech II Acquisition Corp.)

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 non-public information of the PurchaserSPAC, 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 non-public information about a publicly traded company. The Company hereby agrees that, while it is in possession of such material nonpublic non-public information, it shall not purchase or sell any securities of the Purchaser SPAC (other than to engage in the Merger in accordance with Article III), communicate such information to any third party, take any other action with respect to the Purchaser SPAC in violation of such Laws, or cause or knowingly encourage any third party to do any of the foregoing.

Appears in 1 contract

Sources: Business Combination Agreement (Maxpro Capital Acquisition Corp.)

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 Contribution 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.

Appears in 1 contract

Sources: Business Combination Agreement (Andina Acquisition Corp. III)