Common use of No Trading Clause in Contracts

No Trading. Each of the Company and the Purchaser acknowledges and agrees that it is aware, and that 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. Each of the Company and the Purchaser hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other (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 other Party in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the Company The Company, Pubco, Merger Sub and the Purchaser acknowledges Sellers each acknowledge and agrees agree that it is aware, and that its 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. Each of the Company The Company, Pubco, Merger Sub and the Purchaser Sellers 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 other (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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the Company Seller and the Purchaser acknowledges and agrees that it is aware, and that 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. Each of the Company Seller and the Purchaser hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other (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 other Party in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the Company The Parties acknowledge and the Purchaser acknowledges and agrees agree that it is they are aware, and that its the Company’s and Purchaser’s Affiliates are aware (and each of their respective Representatives is aware or, upon receipt of any material nonpublic information of the PurchaserPurchaser and/or the Company Stockholder, 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. Each of the Company and the Purchaser Parties hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other Purchaser and/or the Company Stockholder (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 other Party Purchaser and/or the Company Stockholder in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges and agrees that it is aware, and that its the Company’s Affiliates are aware (and each of their respective Representatives is are 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. Each of the The Company and the Purchaser hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other 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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of The Company, Pubco, Merger Sub and the Company Shareholders each acknowledge and the Purchaser acknowledges and agrees agree that it is aware, and that its their respective 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 NYSE promulgated thereunder or otherwise (the “Federal U.S. Securities Laws”) and other applicable foreign and domestic Laws on a Person possessing material nonpublic non-public information about a publicly traded company. Each of the Company Company, Pubco and the Purchaser Company Shareholders 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 other (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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the Company and the Purchaser Sellers acknowledges and agrees that it is aware, and that its 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 (or other applicable national 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. Each of the Company and the Purchaser Sellers hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other Buyer (other than to engage in the Merger in accordance with Article ITransactions contemplated by this Agreement), communicate such information to any third party, take any other action with respect to the other Party Buyer in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of The Company, Pubco, the Company Seller Representative and the Purchaser acknowledges Merger Subs each acknowledge and agrees agree that it is aware, and that its 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. Each of The Company, Pubco, the Company Seller Representative and the Purchaser Merger Subs 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 other (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 other Party SPAC in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges Sellers acknowledge and agrees agree that it each is aware, and that its 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. Each of the The Company and the Purchaser each 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 other (other than to engage in the Merger in accordance with Article IBuyer), communicate such information to any third party, take any other action with respect to the other Party Buyer in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges Sellers acknowledge and agrees agree that it each is aware, and that its 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 the 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. Each of the Company and the Purchaser Sellers hereby agrees agree that, while it is any of them are in possession of such material nonpublic information, it shall not purchase or sell any securities of the other Purchaser (other than to engage in acquire the Merger Exchange Shares in accordance with Article I)I and Article II, communicate such information to any third party, take any other action with respect to the other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges and agrees that it is aware, and that its 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. Each of the The Company and the Purchaser hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other 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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges Sellers each acknowledge and agrees agree that it is aware, and that its 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. Each of The Company, Buyer, the Company Sellers and the Purchaser Sellers Representative 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 other (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 other Party Buyer in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges Sellers acknowledge and agrees agree that it each is aware, and that its 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. Each of the The Company and the Purchaser 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 other (other than to engage in the Merger in accordance with Article IParent), communicate such information to any third party, take any other action with respect to the other Party Parent or Buyer in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges and agrees that it is aware, and that its 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 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. Each of the The Company and the Purchaser hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other 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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoingforegoing except as provided in this Agreement.

No Trading. Each of the The Company and the Purchaser acknowledges Sellers each acknowledge and agrees agree that it is aware, and that its 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. Each of the The Company and the Purchaser Sellers 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 other Purchaser (other than to engage in the Merger Securities Exchange in accordance with Article III), communicate such information to any third party, take any other action with respect to the other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of The Company, Pubco, Merger Sub, the Company Sellers and the Purchaser acknowledges Seller Representative each acknowledge and agrees agree that it is aware, and that its their respective 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. Each of The Company, Pubco, Merger Sub, the Company Sellers and the Purchaser Seller Representative each hereby agrees agree that, while it is in possession of such material nonpublic non-public information, it shall not purchase or sell any securities of the other Purchaser (other than to engage in the Merger Transactions in accordance with Article Ithis Agreement), communicate such information to any third party, take any other action with respect to the other Party Purchaser in violation of such Laws, or cause or knowingly encourage any third party to do any of the foregoing.

No Trading. Each of the Company The Company, Pubco, First Merger Sub and the Purchaser Second Merger Sub each acknowledges and agrees that it is aware, and that its 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. Each of the Company The Company, Pubco, First Merger Sub and the Purchaser Second Merger Sub each hereby agrees agree that, while it is in possession of such any material nonpublic informationinformation of Purchaser, it shall not purchase or sell any securities of the other 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 other Party Purchaser in violation of such Laws, Laws or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges Sellers acknowledge and agrees agree that it each is aware, and that its 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 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. Each of the The Company and the Purchaser each 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 other (other than to engage in the Merger in accordance with Article IBuyer), communicate such information to any third party, take any other action with respect to the other Party Buyer in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges and agrees that it is aware, and that its 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 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. Each of the The Company and the Purchaser hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other 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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the Company The Seller and the Purchaser acknowledges Seller Merger Sub each acknowledge and agrees agree that it is aware, and that its 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 Laws”)and other applicable foreign and domestic Laws on a Person possessing material nonpublic information about a publicly traded company. Each of the Company The Seller and the Purchaser Seller Merger Sub 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 other 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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the The Company and the Purchaser acknowledges and agrees that it is aware, and that its 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 SEC, Nasdaq and Nasdaq the OTC Markets 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. Each of the The Company and the Purchaser hereby agrees that, while it is in possession of such material nonpublic information, it shall not purchase or sell any securities of the other 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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.

No Trading. Each of the Company Company, Pubco, Merger Sub, the Sellers and the Purchaser acknowledges Seller Representative acknowledge and agrees agree that it is aware, and that its 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. Each of The Company, Pubco, Merger Sub, the Company Sellers and the Purchaser Seller Representative 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 other Purchaser (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 other Party Purchaser in violation of such Laws, or cause or encourage any third party to do any of the foregoing.