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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 as would violate Federal Securities Laws, take any other action with respect to the Purchaser in violation of such Federal Securities Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Samples: Merger Agreement (Biolife Solutions Inc)

No Trading. The Company acknowledges Company, the Seller, and agrees the Seller Parent acknowledge and agree that it is they are 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 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, the Seller, and the Seller Parent hereby agrees agree that, while it is they are in possession of such material nonpublic information, it they shall not purchase or sell any securities of the Purchaser (other than to engage in the Merger Purchase in accordance with Article I), communicate such information to any third party as would violate Federal Securities Lawsparty, take any other action with respect to the Purchaser in violation of such Federal Securities Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Samples: Unit Purchase Agreement (Northern Lights 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 (or NYSE, as applicable) 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 as would violate Federal Securities Lawsparty, take any other action with respect to the Purchaser in violation of such Federal Securities Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Samples: Merger Agreement (Semper Paratus Acquisition Corp)

No Trading. The Company acknowledges and agrees that it is and the holders of Company Securities are 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 PurchaserParent, 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 thatshall, and shall cause the holders of Company Securities to, while it is they are 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 acquisition of Parent Shares in accordance with Article Ithis Agreement on or after the Merger I Effective Time), communicate such information to any third party as would violate Federal Securities Lawsparty, take any other action with respect to the Purchaser Parent in violation of such Federal Securities Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Samples: Merger Agreement (SHF Holdings, Inc.)

No Trading. The Company acknowledges and agrees the Sellers acknowledge and agree that it each is aware, and that the Company’s Affiliates are aware (and to the Knowledge of the Seller Parties 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 and such Seller hereby agrees agree that, while it such Party 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 IParent), communicate such information to any third party as would violate Federal Securities Lawsparty, take any other action with respect to the Purchaser Parent or Buyer in violation of such Federal Securities Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Samples: Stock Purchase Agreement (Patriot Scientific 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 PurchaserParent, 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 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 Parent or Spinco (other than to engage in the Merger Arrangement and the Amalgamation in accordance with Article I), communicate such information to any third party as would violate Federal Securities Lawsparty, take any other action with respect to Spinco or the Purchaser Parent in violation of such Federal Securities Laws, or cause or encourage any third party to do any of the foregoing.

Appears in 1 contract

Samples: Business Combination Agreement (Inpixon)