Common use of Restriction on Sale of Securities Clause in Contracts

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 20 contracts

Samples: Underwriting Agreement (Nuveen Build America Bond Fund), Underwriting Agreement (Nuveen Build America Bond Fund), Purchase Agreement (Nuveen Global Government Enhanced Income Fund)

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Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 17 contracts

Samples: Purchase Agreement (Cohen & Steers Quality Income Realty Fund Inc), Purchase Agreement (Neuberger Berman California Intermediate Municipal Fund Inc), Purchase Agreement (Cohen & Steers Dividend Majors Fund, Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 14 contracts

Samples: Purchase Agreement (BlackRock Health Sciences Trust), Purchase Agreement (BlackRock Long-Term Municipal Advantage Trust), Purchase Agreement (BlackRock Enhanced Dividend Achievers Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares Shares; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 5 contracts

Samples: Underwriting Agreement (AllianzGI Diversified Income & Convertible Fund), Underwriting Agreement (Cohen & Steers MLP Income & Energy Opportunity Fund), Underwriting Agreement (Babson Capital Global Short Duration High Yield Fund)

Restriction on Sale of Securities. During a period of 180 60 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxxthe Representative, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares any debt securities or any securities convertible into or exercisable or exchangeable for Common Shares debt securities or file any registration statement under the 1933 Act with respect to any of the foregoing foregoing, or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Sharesdebt securities, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares debt securities or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder hereunder. For purposes of clarity, nothing shall prevent the Company from incurring bank indebtedness or (2) Common Shares issued or, for avoidance of doubt, purchased trade liabilities in the open market pursuant to ordinary course. In addition, the Company’s Series A Preferred Stock and any dividend reinvestment planfuture series of substantively similar preferred stock issued by the Company would not be deemed debt securities for purposes of the restrictions set forth in this subsection (i).

Appears in 5 contracts

Samples: Underwriting Agreement (Chicken Soup for the Soul Entertainment, Inc.), Underwriting Agreement (Chicken Soup for the Soul Entertainment, Inc.), Underwriting Agreement (Chicken Soup for the Soul Entertainment, Inc.)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund such Selling Stockholder will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 4 contracts

Samples: Purchase Agreement (Checkfree Holdings Corp \Ga\), Purchase Agreement (Checkfree Holdings Corp \Ga\), Underwriting Agreement (Plantronics Inc /Ca/)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares AMPS or any securities convertible into or exercisable or exchangeable for Common Shares AMPS or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesAMPS, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares AMPS or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities AMPS to be sold hereunder or (2) Common Shares AMPS issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 4 contracts

Samples: Purchase Agreement (Reaves Utility Income Fund), Purchase Agreement (Clough Global Allocation Fund), Purchase Agreement (Clough Global Equity Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for the avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 4 contracts

Samples: Purchase Agreement (PIMCO Global StocksPLUS & Income Fund), Purchase Agreement (PIMCO Floating Rate Strategy Fund), Purchase Agreement (Pimco Corporate Opportunity Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 4 contracts

Samples: Purchase Agreement (Clough Global Equity Fund), Purchase Agreement (Clough Global Allocation Fund), Purchase Agreement (Clough Global Opportunities Fund)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund Selling Stockholder will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file cause any registration statement to be filed under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 2 contracts

Samples: Purchase Agreement (Service Corporation International), Purchase Agreement (Equity Corp International)

Restriction on Sale of Securities. During a period of 180 days --------------------------------- from the date of the ProspectusProspectuses, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxxthe Global Coordinator, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in under the open market pursuant to any dividend reinvestment planInternational Purchase Agreement.

Appears in 2 contracts

Samples: u.s. Purchase Agreement (Advanstar Inc), International Purchase Agreement (Advanstar Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 2 contracts

Samples: Underwriting Agreement (BlackRock Resources & Commodities Strategy Trust), Purchase Agreement (BlackRock Defined Opportunity Credit Trust)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 2 contracts

Samples: Purchase Agreement (Activision Inc /Ny), Purchase Agreement (Westpoint Stevens Inc)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund such Selling Stockholder will not, without the prior written consent of Xxxxxxx XxxxxXxxxx Xxxxxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 2 contracts

Samples: Purchase Agreement (Oriental Financial Group Inc), Purchase Agreement (Oriental Financial Group Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx XxxxxXxxxx Xxxxxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 2 contracts

Samples: Underwriting Agreement (Community Bancorp), Purchase Agreement (Flagstar Bancorp Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMxxxxxx Lxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) any shares of Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 2 contracts

Samples: Purchase Agreement (SunAmerica Focused Alpha Growth Fund, Inc.), Purchase Agreement (SunAmerica Focused Alpha Large-Cap Fund, Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder (including the WAM Securities) or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 2 contracts

Samples: Purchase Agreement (Western Asset Claymore Us Treasury Inflation Pro Secu Fund), Purchase Agreement (Western Asset Claymore Us Treasury Inflation Pro Sec Fund 2)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxxthe Dealers, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares Shares; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 2 contracts

Samples: Initial Offering Period Agreement (BNY Mellon Alcentra Global Multi-Strategy Credit Fund, Inc.), Distribution Agreement (Guggenheim Energy & Income Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectlydirxxxxx xr xxxxrectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 2 contracts

Samples: Purchase Agreement (Dreman Claymore Dividend & Income Fund), Purchase Agreement (First Trust/Fidac Mortgage Income Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 2 contracts

Samples: Purchase Agreement (Oratec Interventions Inc), Purchase Agreement (Oratec Interventions Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 2 contracts

Samples: Purchase Agreement (Entegris Inc), Purchase Agreement (Optio Software Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares any Ordinary Share or any securities convertible into or exercisable or exchangeable for Common Ordinary Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Ordinary Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Ordinary Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (Telvent Git S A)

Restriction on Sale of Securities. During a period of 180 [__] days from the date of the Prospectus, the Fund Selling Stockholder will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (Avx Corp /De)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectly, offer, pledge, sellsexx, contract xxxtxxxx to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Blackrock New York Municipal 2018 Term Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, Mxxxxxx Lxxxx (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for shares of Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of shares of the Common SharesStock, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of shares of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) shares of Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Underwriting Agreement (Western Asset High Yield Defined Opportunity Fund Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (AX) directly or xxxxcxxx xr indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (First Trust/Aberdeen Global Opportunity Income Fund)

Restriction on Sale of Securities. During a period of 180 120 days from the date of the ProspectusProspectuses, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: International Purchase Agreement (Liberty Financial Companies Inc /Ma/)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund and the Manager will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (AX) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) any shares of Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Chartwell Dividend & Income Fund Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder (including the WAM Securities) or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Western Asset Premier Bond Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Alpine Global Premier Properties Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (AX) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) any shares of Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Chartwell Dividend & Income Fund Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMxxxxxx Lxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Gabelli Global Deal Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectlyxxxxxxxy xx xndirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (First Trust Global Credit Strategies Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxXxxxx and Xxxxxx Xxxxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) any shares of Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planplan referred to in the Registration Statement, the General Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Goldman Sachs BDC, Inc.)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx XxxxxUBS Warburg LLC, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (CSK Auto Corp)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectly, offer, pledge, sellxxxx, contract xoxxxxxt to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Gabelli Dividend & Income Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectly, offer, pledge, sell, contract to xxxxxaxx xx sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Blackrock California Municipal 2018 Term Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (AX) directly xixxxxxy or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (First Trust/Fiduciary Asset Management Covered Call Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Selling Shareholder will not, without the prior written consent of Xxxxxxx XxxxxXxxxx Xxxxxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of any shares of the Common SharesStock, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (Encore Bancshares Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or xxxxxxlx xx indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (First Trust/Aberdeen Emerging Opportunity Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the ProspectusProspectuses, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxxthe Global Coordinator, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or under the U.S. Purchase Agreement or (2B) any shares of Common Shares Stock issued or, for avoidance or options to purchase Common Stock granted pursuant to existing employee benefit plans of doubt, purchased the Company referred to in the open market pursuant to any dividend reinvestment planProspectuses.

Appears in 1 contract

Samples: International Purchase Agreement (Fox Entertainment Group Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMxxxxxx Lxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (DWS RREEF World Real Estate & Tactical Strategies Fund, Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder hereunder, or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Delaware Enhanced Global Dividend & Income Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Selling Stockholder will not, without the prior written consent of Xxxxxxx XxxxxPMG, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file or cause the Company to file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Underwriting Agreement (Cooperative Holdings Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectly, offer, pledge, sellxxxx, contract xoxxxxxt to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Gabelli Global Utility & Income Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxxthe Representatives, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planthe Plan or (C) share repurchases in accordance with applicable law.

Appears in 1 contract

Samples: Underwriting Agreement (Neuberger Berman Next Generation Connectivity Fund Inc.)

Restriction on Sale of Securities. During a period of 180 75 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (Ai) directly or indirectly, offer, pledgepledgx, sellxxxx, contract xxxxract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder hereunder, or (2B) any shares of Common Shares Stock issued or, for avoidance or options to purchase Common Stock granted pursuant to existing employee benefit plans of doubt, purchased the Company referred to in the open market pursuant to any dividend reinvestment planProspectus.

Appears in 1 contract

Samples: Purchase Agreement (Northwestern Corp)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares Share or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder hereunder, (B) the - Common Shares to be issued by the Company to effect the Reorganization or (2C) Common Shares issued or, for avoidance of doubt, purchased any options granted to employees or directors pursuant to the Stock Option Plan referred to in the open market pursuant to any dividend reinvestment planProspectus.

Appears in 1 contract

Samples: Purchase Agreement (Ritchie Bros Auctioneers Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, Xxxxx (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Underwriting Agreement (Brookfield Global Listed Infrastructure Income Fund Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectushereof, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (ING International High Dividend Equity Income Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectusthis Agreement, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or hereunder, (2B) any shares of Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.Stock

Appears in 1 contract

Samples: Purchase Agreement (PLX Technology Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the ProspectusProspectuses, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or under the International Purchase Agreement or (2B) any shares of Common Shares Stock issued or, for avoidance by the Company upon the exercise of doubt, purchased an option or warrant or the conversion of a security outstanding on the date hereof and referred to in the open market pursuant to any dividend reinvestment planProspectuses and (C) additional option grants under existing option plans.

Appears in 1 contract

Samples: u.s. Purchase Agreement (Sykes Healthplan Services Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Selling Shareholder will not, without the prior written consent of Xxxxxxx XxxxxKeefx Xxxyxxxx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (Capitol Bancorp LTD)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the ProspectusProspectuses, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxxthe Global Coordinator, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or under the International Purchase Agreement, or (2B) any shares of Common Shares Stock issued or, for avoidance or options to purchase Common Stock granted pursuant to existing employee benefit plans of doubt, purchased the Company referred to in the open market pursuant to any dividend reinvestment planProspectuses.

Appears in 1 contract

Samples: u.s. Purchase Agreement (99 Cents Only Store)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectlyxx xxxxrxxxxx, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Evergreen Managed Income Fund)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund such Selling Stockholder will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1i) the Securities to be sold hereunder or (2ii) Common Shares issued or, for avoidance the grant or exercise of doubt, purchased in any stock options (but not the open market pursuant to any dividend reinvestment plansale of stock underlying such options).

Appears in 1 contract

Samples: Purchase Agreement (Armor Holdings Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerxxxx Xxnxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Macquarie/First Trust Global Infrastr/Util Div & Inc Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxRequired Notice and Consent, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or publicly file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) any shares of Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planplan referred to in the Registration Statement, the General Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (Bain Capital Specialty Finance, Inc.)

Restriction on Sale of Securities. During a period of 180 days --------------------------------- from the date of the Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: International Purchase Agreement (Knoll Inc)

Restriction on Sale of Securities. During a period of 180 [•] days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Underwriting Agreement (BlackRock Multi-Sector Income Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lxxxx, (A) directly xxrectly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Neuberger Berman California Intermediate Municipal Fund Inc)

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Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (Shaw Group Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (Versatility Inc)

Restriction on Sale of Securities. During a period of 180 90 days --------------------------------- from the date of the Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1i) the Securities to be sold hereunder or (2ii) Common Shares issued or, for avoidance of doubt, purchased in the open market Securitieswhich are transferred pursuant to any dividend reinvestment plana bona fide gift whereby the donee agrees in ---- ---- writing as a condition precedent to such gift to be bound by the terms of this Section 1(b)(vii).

Appears in 1 contract

Samples: Purchase Agreement (Brooks Automation Inc)

Restriction on Sale of Securities. During a period of 180 60 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder hereunder, (B) any shares of Common Stock issued by the Company upon the exercise of an option or (2) Common Shares issued or, for avoidance warrant or the conversion of doubt, purchased in the open market pursuant to any dividend reinvestment plan.a security either

Appears in 1 contract

Samples: Underwriting Agreement (Kennedy-Wilson Holdings, Inc.)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the ProspectusProspectuses, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in under the open market pursuant to any dividend reinvestment planU.S. Purchase Agreement.

Appears in 1 contract

Samples: International Purchase Agreement (Jabil Circuit Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxKBW, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder and (B) any shares of Common Stock issued by the Company upon the exercise of an option or (2) Common Shares issued or, for avoidance warrant or the conversion of doubt, purchased a security outstanding on the date hereof and referred to in the open market pursuant to any dividend reinvestment planProspectus.

Appears in 1 contract

Samples: Purchase Agreement (Pointe Financial Corp)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (Ai) directly or indirectlydirecxxx xx ixxxxxctly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder and (B) any shares of Common Stock issued or (2) options to purchase Common Shares issued or, for avoidance Stock granted pursuant to existing employee benefit plans of doubt, purchased the Company referred to in the open market pursuant to any dividend reinvestment planProspectus.

Appears in 1 contract

Samples: Purchase Agreement (Play by Play Toys & Novelties Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, or purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Pioneer Tax Advantaged Balanced Trust)

Restriction on Sale of Securities. During a period of 180 120 days from the date of the U.S. Prospectus, the Fund such Selling Shareholder will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the sale of the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in under the open market pursuant to any dividend reinvestment planInternational Purchase Agreement.

Appears in 1 contract

Samples: u.s. Purchase Agreement (Brightpoint Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxxthe Representatives, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares Shares; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planthe Plan or (C) share repurchases in accordance with applicable law.

Appears in 1 contract

Samples: Underwriting Agreement (BlackRock ESG Capital Allocation Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectly, offer, pledge, sellselx, contract to xxxxrxxx xo sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Calamos Convertible Opportunities & Income Fund)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the ProspectusProspectuses, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxxthe Global Coordinator, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or under the U.S. Purchase Agreement, or (2B) any shares of Common Shares Stock issued or, for avoidance or options to purchase Common Stock granted pursuant to existing employee benefit plans of doubt, purchased the Company referred to in the open market pursuant to any dividend reinvestment planProspectuses.

Appears in 1 contract

Samples: International Purchase Agreement (99 Cents Only Store)

Restriction on Sale of Securities. During a period of 180 30 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxxthe Representative, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares any depositary shares or any preferred equity securities of the Company or any securities convertible into or exercisable or exchangeable for Common Shares any such securities or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Sharesany such securities, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Underwriting Agreement (CorEnergy Infrastructure Trust, Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxxthe Representatives, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares Shares; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planthe Plan or (C) share repurchases in accordance with applicable law.

Appears in 1 contract

Samples: Underwriting Agreement (Guggenheim Active Allocation Fund)

Restriction on Sale of Securities. During a period of 180 [90] days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) any shares of Common Shares Stock issued or, for avoidance by the Company upon the exercise of doubt, purchased any option outstanding on the date hereof and referred to in the open market pursuant to any dividend reinvestment planProspectus.

Appears in 1 contract

Samples: Common Stock Purchase Agreement (Vectren Corp)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMxxxxxx Lxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares Shares; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Underwriting Agreement (MainStay DefinedTerm Municipal Opportunities Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxxthe Dealers, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares Shares; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Distribution Agreement (BlackRock Multi-Sector Opportunities Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the ProspectusProspectuses, the Fund such Selling Stockholder will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in and under the open market pursuant to any dividend reinvestment planU.S. Purchase Agreement.

Appears in 1 contract

Samples: International Purchase Agreement (Tuesday Morning Corp/De)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxBofA Securities and [ ], (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares Shares; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planplan or (C) share repurchases in accordance with applicable law.

Appears in 1 contract

Samples: Underwriting Agreement (AllianzGI Artificial Intelligence & Technology Opportunities Fund)

Restriction on Sale of Securities. During a period of 180 days from the --------------------------------- date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Nuveen Equity Premium & Growth Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectlyindirexxxx, offerofxxx, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Evergreen Income Advantage Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, or purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Pioneer Floating Rate Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with 12 respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Advent/Claymore Enhanced Growth & Income Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxxthe Dealers, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Initial Offering Period Agreement (Western Asset Middle Market Income Fund Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Trust will not, without the prior written consent of Xxxxxxx Xxxxxthe Representatives, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares Shares; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planthe plan or (C) share repurchases in accordance with applicable law.

Appears in 1 contract

Samples: Underwriting Agreement (BlackRock Capital Allocation Trust)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynxx, (AX) directly xxxxxtly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (First Trust Four Corners Senior Floating Rate Income Fund Ii)

Restriction on Sale of Securities. During a period of 180 [•] days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Underwriting Agreement (Clearbridge American Energy MLP Fund Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder (including the AEW Securities) or (2) Common Shares issued or, for avoidance of doubt, or distributed (whether issued by the Fund or purchased in on the open market market) pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Aew Real Estate Income Fund)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Issuers will not, without the prior written consent of Xxxxxxx Xxxxxthe Representative, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares common stock or any securities convertible into or exercisable or exchangeable for Common Shares common stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Sharescommon stock, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares common stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares common stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planplan or in connection with the formation transactions or issued to officers under the Equity Compensation Plan.

Appears in 1 contract

Samples: Underwriting Agreement (Triangle Capital CORP)

Restriction on Sale of Securities. During a period of 180 days --------------------------------- from the date of the ProspectusProspectuses, the Fund such Selling Stockholder will not, without the prior written consent of Xxxxxxx Xxxxx, (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in and under the open market pursuant to any dividend reinvestment planInternational Purchase Agreement.

Appears in 1 contract

Samples: u.s. Purchase Agreement (Tuesday Morning Corp/De)

Restriction on Sale of Securities. During a period of 180 days from the date of the ProspectusProspectuses, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxxthe Global Coordinator, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or under the International Purchase Agreement or (2B) any shares of Common Shares Stock issued or, for avoidance or options to purchase Common Stock granted pursuant to existing employee benefit plans of doubt, purchased the Company referred to in the open market pursuant to any dividend reinvestment planProspectuses.

Appears in 1 contract

Samples: u.s. Purchase Agreement (Fox Entertainment Group Inc)

Restriction on Sale of Securities. During a period of 180 days --------------------------------- from the date of the Prospectus, the Fund such Selling Stockholder will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of, directly or indirectly, any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (Maincontrol Inc /De)

Restriction on Sale of Securities. During a period of 180 30 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares any share of preferred stock or any securities convertible into or exercisable or exchangeable for Common Shares preferred stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Sharespreferred stock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Series B Preferred Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.the

Appears in 1 contract

Samples: Purchase Agreement (Shurgard Storage Centers Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx Xxxxxat least three of the Representatives, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) any shares of Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planplan referred to in the Registration Statement, the General Disclosure Package and the Prospectus.

Appears in 1 contract

Samples: Underwriting Agreement (TCG Bdc, Inc.)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx XxxxxMerrill Lynch, (A) directly or indirectly, offer, pledge, sellselx, contract to xxxxrxxx xo sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Purchase Agreement (Cohen & Steers Select Utility Fund Inc)

Restriction on Sale of Securities. During a period of 180 [ ] days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, Xxxxx and [other Represenatives] (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any shares of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock; or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder or (2B) Common Shares Stock issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Underwriting Agreement (Ares Multi-Strategy Credit Fund, Inc.)

Restriction on Sale of Securities. During a period of 180 30 --------------------------------- days from the date of the Prospectus, the Fund Selling Shareholder will not, without the prior written consent of Xxxxxxx Xxxxx, (Ai) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of of, directly or indirectly, any Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment planhereunder.

Appears in 1 contract

Samples: Purchase Agreement (Cabot Industrial Properties Lp)

Restriction on Sale of Securities. During a period of 180 90 days from the date of the Prospectus, the Fund Company will not, without the prior written consent of Xxxxxxx XxxxxMerrxxx Xxxcx, (Ax) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights option or warrant contract to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of any share of Common Shares Stock or any securities convertible into or exercisable or exchangeable for Common Shares Stock or file any registration statement under the 1933 Act with respect to any of the foregoing or (Bii) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common SharesStock, whether any such swap or transaction described in clause (Ai) or (Bii) above is to be settled by delivery of Common Shares Stock or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1A) the Securities to be sold hereunder hereunder, (B) any shares of Common Stock issued by the Company upon the exercise of an option or (2) Common Shares issued or, for avoidance warrant or the conversion of doubt, purchased in the open market pursuant to any dividend reinvestment plan.a

Appears in 1 contract

Samples: Purchase Agreement (Semco Energy Inc)

Restriction on Sale of Securities. During a period of 180 days from the date of the Prospectus, the Fund will not, without the prior written consent of Xxxxxxx Xxxxx, Xxxxx (A) directly or indirectly, offer, pledge, sell, contract to sell, sell any option, rights or warrant to purchase, purchase any option or contract to sell, grant any option, right or warrant to purchase or otherwise transfer or dispose of Common Shares or any securities convertible into or exercisable or exchangeable for Common Shares or file any registration statement under the 1933 Act with respect to any of the foregoing or (B) enter into any swap or any other agreement or any transaction that transfers, in whole or in part, directly or indirectly, the economic consequence of ownership of the Common Shares, whether any such swap or transaction described in clause (A) or (B) above is to be settled by delivery of Common Shares or such other securities, in cash or otherwise. The foregoing sentence shall not apply to (1) the Securities to be sold hereunder or (2) Common Shares issued or, for avoidance of doubt, purchased in the open market pursuant to any dividend reinvestment plan.

Appears in 1 contract

Samples: Underwriting Agreement (Nuveen Intermediate Duration Quality Municipal Term Fund)

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