Common use of Seller’s Conduct Clause in Contracts

Seller’s Conduct. With respect to any sale of Restricted Stock pursuant to Section 2, you understand and agree as follows: (a) You will carefully review the information concerning you contained in the registration statement (if any) and will promptly notify Parent if such information is not complete and accurate in all respects, including having properly disclosed any position, office or other material relationship within the past three years with Parent or its affiliates; (b) You agree to sell your Restricted Stock only in the manner set forth in the registration statement while such registration statement is effective; (c) You agree to comply with the anti-manipulation rules under the Exchange Act in connection with purchases and sales of securities of Parent during the time the registration statement remains effective; (d) You agree to only sell shares in a jurisdiction after counsel for Parent has advised that such sale is permissible under the applicable state securities or "Blue Sky" laws; (e) You agree to comply with the prospectus delivery requirements of the Securities Act; (f) You agree to promptly notify Parent of any and all planned sales and immediately notify Parent of any completed sales of shares; and (g) You agree to suspend sales during the periods when sales are to be suspended pursuant to Section 3(a) herein.

Appears in 2 contracts

Samples: Registration Rights Agreement (Concord Communications Inc), Registration Rights Agreement (Sipex Corp)

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Seller’s Conduct. With respect to any sale of Restricted Stock ---------------- pursuant to Section 2, you understand and agree as follows: (a) You will carefully review the information concerning you contained in the registration statement (if any) and will promptly notify Parent if such information is not complete and accurate in all respects, including having properly disclosed any position, office or other material relationship within the past three years with Parent or its affiliates; (b) You agree to sell your Restricted Stock only in the manner set forth in the registration statement while such registration statement is effective; (c) You agree to comply with the anti-manipulation rules under the Exchange Act in connection with purchases and sales of securities of Parent during the time the registration statement remains effective; (d) You agree to only sell shares in a jurisdiction after counsel for Parent has advised that such sale is permissible under the applicable state securities or "Blue Sky" laws; (e) You agree to comply with the prospectus delivery requirements of the Securities Act; (f) You agree to promptly notify Parent of any and all planned sales and immediately notify Parent of any completed sales of shares; and (g) You agree to suspend sales during the periods when sales are to be suspended pursuant to Section 3(a) herein.

Appears in 1 contract

Samples: Agreement and Plan of Reorganization (Del Arroz Manuel)

Seller’s Conduct. With respect to any sale of Restricted Stock ---------------- pursuant to Section 2, you understand and agree as follows: (a) You will carefully review the information concerning you contained in the registration statement (if any) and will promptly notify Parent Cambridge if such information is not complete and accurate in all respects, including having properly disclosed any position, office or other material relationship within the past three years with Parent Cambridge or its affiliates; (b) You agree to sell your Restricted Stock only in the manner set forth in the registration statement while such registration statement is effective; (c) You agree to comply with the anti-manipulation rules under the Exchange Act in connection with purchases and sales of securities of Parent Cambridge during the time the registration statement remains effective; (d) You agree to only sell shares in a jurisdiction after counsel for Parent Cambridge has advised that such sale is permissible under the applicable state securities or "Blue Sky" laws; (e) You agree to comply with the prospectus delivery requirements of the Securities Act; (f) You agree to promptly notify Parent Cambridge of any and all planned sales and immediately notify Parent Cambridge of any completed sales of shares; and (g) You agree to suspend sales during the periods when sales are to be suspended pursuant to Section 3(a) herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Cambridge Technology Partners Massachusetts Inc)

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Seller’s Conduct. With respect to any sale of Restricted Stock Common Shares pursuant ---------------- to Section 26, you understand and agree as follows: (a) You will carefully review the information concerning you contained in the registration statement (if any) and will promptly notify Parent the Company if such information is not complete and accurate in all respects, including having properly disclosed any position, office or other material relationship within the past three years with Parent the Company or its affiliates; (b) You agree to sell your Restricted Stock Common Shares only in the manner set forth in the registration statement while such registration statement is effective; (c) You agree to comply with the anti-manipulation rules under the Exchange Act in connection with purchases and sales of securities of Parent the Company during the time the registration statement remains effective; (d) You agree to only sell shares in a jurisdiction after counsel for Parent the Company has advised that such sale is permissible under the applicable United States state securities or "Blue Sky" laws; (e) You agree to comply with the prospectus delivery requirements of the Securities Act and the Exchange Act; (f) You agree to promptly notify Parent the Company of any and all planned sales and immediately notify Parent of any completed sales of shares; and (g) You agree to suspend sales during the periods when sales are to be suspended pursuant to Section 3(a6(a) herein.

Appears in 1 contract

Samples: Registration Rights Agreement (Cambridge Technology Partners Massachusetts Inc)

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